In the closet
by EpicWemma
Summary: This is the story of Emma and Will as I wish it would happen. It begins after her marriage to Carl and will continue until they get together, of course.
1. Chapter 1: In the Closet

**In the closet**

Long after the kids had left for the day, Will sat at the piano in the choir room puzzling over his set list for Regionals. He zoned out for a second, noting the darkness outside the window, then turned back to his paper and crossed out yet another lackluster idea. He had prepared two great numbers, but for some reason, it didn't feel like a set yet. He slapped his pen down on top of the piano, sat back on the bench, and groaned as he ran both hands through his hair. He had a vision of how the songs would elevate one another and so far he wasn't satisfied. Will's stomach grumbled and he realized he had worked through dinner for the third time this week. He saw his hours-old coffee sitting atop the piano and decided it was better than nothing. He reached for the mug to take a swig of the cold caffeinated beverage, but in an uncharacteristically clumsy moment, spilled the coffee all over the piano keys.

Aw crap. Brad is gonna kill me, Will thought as he jumped up from the bench. He looked around for some paper towels, but saw nothing suitable to capture the grayish liquid that was now seeping between the ivories. An image of a steel rack towering with paper towels jumped to mind and he ran out the door to visit the once familiar janitorial supply room. Down the hall, he could see a light shining through the supply room door and he stepped up his pace. He arrived just as Edwin, the night janitor, pushed his cleaning cart into the hallway.

"Oh hey, Will."

"Hey Edwin," Will panted, "I just spilled some coffee on the piano. Mind if I grab some paper towels?"

"Sure, you know where they are. Just close the door when you leave. I like to keep it locked during my shift."

"No problem. Thanks."

Will walked into the supply room and stopped suddenly in front of a dusty old chalkboard as an old memory seized his consciousness. Before he could stop himself, he was running his finger along the chalk-filled ridge at the base of the board and remembering a quiet moment with a beautifully flawed redhead.

"Will?"

He heard her voice calling his name and he looked up to see Emma standing in the doorway. As usual, she was wearing his favorite outfit-black skirt with green polka dots and matching green cardigan. These hallucinations are really starting to get on my nerves, Will mumbled to himself. You'd think I could at least imagine a new outfit now and then!

Emma stepped tentatively into the room. "Will, you're talking to yourself. Are you okay?" She paused. He looked a little confused and remained silent so she filled the dead air with another question. "What are you doing here at this hour? Please tell me you aren't moonlighting as a janitor again." She smiled cautiously at him.

It was that last line that brought him back to reality. He closed his eyes tight for a moment to clear his mind for what was sure to be an awkward conversation.

"Uh, no. No." he stammered. "What are you doing here, Emma?"

"College prep seminar. Remember I told you about it a few weeks ago?"

"Oh, right for parents. Yes, yes I remember."

He had tried to forget. She was wearing an emerald green dress that day. She sat across from him in the teacher's lounge prattling on about her idea for engaging parents in the college application process. He barely heard a word he was so focused on the way the color of her dress brought out the golden hue in her eyes. He resolved to stop eating lunch in the teacher's lounge after that particular incident. It's so much harder to get over someone when they insist on chatting it up everyday as if you are best buds. Will decided to play it cool.

"Well, I'm just getting some stuff to clean up a mess I made in the choir room." He grabbed a roll of paper towels from the shelf, tucked it under his arm, and stepped past Emma. "Excuse me."

"Will, wait." she said as she reached out to stop him.

Startled by her hand on his shoulder, Will spun around, knocking his paper-towel hugging arm into the door as he turned. He heard a loud click as it closed...a second too late. He looked up at the ceiling, closed his eyes, and let out a heavy sigh.

"We're locked in," he said.

"What? No, we can't be!" Emma said as she lunged for the door. She grabbed the knob and discovered it wouldn't turn.

"Didn't believe me, huh?"

She turned, exasperated, and continued frantically pulling on the door. "Will, what are we going to do?," she cried as she banged on the door. "Help, we're stuck in here. Someone please help!" she yelled.

"Will, why aren't you freaking out with me?"

He looked down at his wrist and noted the time. Tapping his watch he said matter-of-factly, "Because I know that Edwin is currently scrubbing the floors in the gym...which is in the East wing...about as far away as you can get from this room."

"When will he be back?" Emma said with more than a hint of desperation in her voice.

Will paused, then replied casually, "Definitely before the end of his shift"

"Well when does his shift end?"

He looked at his watch again. "About 6 hours from now."

"6 hours! But I need to get home!" Emma pouted. "Carl is going to be worried."

"Well, hopefully he'll be back for his break," Will said distractedly. "Oooh," Will mused as he walked to the back of the room and scanned Edwin's locker. "I wonder if he brought a snack he wouldn't mind sharing. I'm famished." He moved a box aside and hit the jackpot. "Sweet! Cookies!"

"Will, how can you eat at a time like this? I can't believe we are stuck in a disgusting janitorial closet. It smells like a New York City subway station in here.

"Really? I think it smells like cleaning fluid. Not your favorite scent anymore, eh?"

Emma rolled her eyes and turned toward the door. Her petulant side wasn't as cute as he remembered. Will braced himself for more whining.

She sat down abruptly, crossing her legs and folding her arms across her chest, taking up residence in the only chair in the room. She bounced her leg up and down a few times, lost in thought. Will watched her for a moment then plopped himself down on the floor, ripping the package of cookies open and popping an entire Oreo into his mouth. "Mmmmm..." he said.

Emma watched Will sit against the wall with his knees in the air, digging into the stolen goodies. It's just like him to make light of a serious situation...and look, he's getting crumbs all over the floor!, she thought.

Will ignored Emma for the moment, but felt her irritation filling up the room like gaseous fumes. He couldn't resist striking a match. "So how's the adorable, fun-loving, singing dentist? Has he convinced you to eat bananas ON your cereal yet?"

Emma glared at him. "This is hardly the time for that, Will." She looked away while he continued to stare in her direction, eyebrows raised, patiently awaiting a response. "And he's fine. We're fine. I love that he wants to help me with my...issues."

Failing to notice the irony, Emma grabbed a paper towel and walked to the sink behind her to dampen it with water. She stepped over Will's legs and crouched next to him to wipe up the crumbs he had dropped.

"I see he's working wonders," Will quipped.

Emma glared at him, stood up, threw out the used paper towel, and returned grumpily to her chair.

"So why did you want me to wait anyway?" he asked in a slightly less sarcastic tone.

Emma continued to glare at him for a second and then she turned her head toward the door. He may have been imagining it, but he thought he saw her face soften a bit as she considered his question. Emma bit her lip and looked down at the floor. "Um...I'm not sure...I guess I just wish things could be the way they used to be. I mean, you know, like we could, um, be friends again...the way we were when YOU were married." She looked up at Will hesitantly.

He didn't wait to respond. "Things were different then, Em. We didn't have any history together. And I didn't even KNOW you had feelings for me until after my marriage collapsed. You knew I loved you..." He paused, unsure if he should continue, but this thought had been running on replay in his head for months. "...and you married him anyway."

Emma didn't know what to say. She had avoided being alone with Will since her spontaneous wedding to Carl for this very reason. But before she could respond, he said, "You know what? It doesn't matter. I've put it behind me. Sure, we can be friends again. I'm good."

Wanting desperately to believe him, Emma said, "Really Will? It means so much to me to hear you say that." She smiled, relieved.

Will gave her a brief smile back and then got up to shake the rest of the crumbs off his legs. He was proud of himself for letting her off the hook, yet needed to collect himself. Part of him was dying to grill her over an open flame, but the more rational part had decided that dwelling in misery was unbecoming. So he shook it off and changed the subject.

"Well then, friend, it seems we have some time to kill. How would you like to help me with my set list for Regionals?"

Emma clapped her hands and giggled, "Oh Will, I'd love to help you!"

Will lost his train of thought for a moment. Emma's childlike enthusiasm was endearing. He missed that side of her... Stop! he thought. Just stop. Forcing himself to concentrate, he started, "Okay...so I'm thinking it would be fun to do some country." Emma's eyes opened wider and she nodded excitedly. Energized by her reaction, Will became more animated. "Shannon and I had a blast singing country songs at The Burr a few weeks ago and New Directions has done only one country performance before. Starting competitions with a duet has worked out well for us"...Will paused dramatically. He was enjoying Emma hanging on his every word. "Soooooo...what do you think about Rachel and Puck kicking it off with "Islands in the Stream?" he asked hopefully.

Emma squealed, "Oh Will, I LOVE that song. Dolly Parton is one of my favorite artists!"

Will popped up off the floor with a giant smile on his face and said, "Great, let's work on the choreography together."

Emma laughed nervously. "Are you sure? I mean, I'm not...I'm not very good at that."

"Just follow my lead," he smirked.

Will grabbed her right hand and placed it on his shoulder. He put his left hand on her waist while he wrapped his other hand around hers and stiffened his posture as if they were about to begin a Viennese waltz. She looked anxious. He busted out laughing and let go of her hand. "Relax, Em. I'm just kidding! Do you really think the kids would let me get away with ballroom choreography?" Emma laughed, slightly embarrassed, and took a step back from Will. "No, of course not!"

He started to pace, an artist at work. "Okay, so here's what I had in mind. I'm going to start over here and I want you to stand about 10 feet away with your back toward me." Emma took a few steps toward the lockers and followed Will's direction, turning away. She smiled as she heard him hum the first few bars of the music. Unselfconciously lost in his vision of the performance, Will launched himself into Kenny Rogers's lyrics while dancing his way over to Emma...

"Baby when I met you there was peace unknown. I set out to get you with a fine tooth comb. I was soft inside." He cradled her cheek in his hand, seductively looked into her eyes and sang the rest of the verse, "There was somethin' going on." Will couldn't tell if he was getting to her the way she was getting to him, but he was pleasantly surprised when she opened her mouth to sing.

Emma knew the lines as well as she knew her own name. She joined in, "You do something to me that I can't explain. Hold me closer and I feel no pain. Every beat of my heart; we got somethin' goin on." Will swooned. He took hold of Emma-this time in a square-dancing more than a ballroom kind of way-and twirled her away from him and then back.

They continued to sing to each other, "Tender love is blind, it requires a dedication. All this love we feel needs no conversation. We ride it together, ah-ah. Makin' love with each other, ah-ah." Will tried to focus on the choreography, but he found himself captivated by the lyrics and wishing she meant what she was singing to him.

"Islands in the stream

That is what we are

No one in between

How can we be wrong?

Sail away with me to another world

And we rely on each other, ah-ah

From one lover to another, ah-ah

Will spun Emma into his body and wrapped his arms around her from behind. They moved their hips from side to side in unison, then he twirled her back out, an arm's length away. He couldn't wait to try THAT move again. He tried to pull her back in, but her hand slipped from his and she fell backwards into a rack of shelves on which a cleaning bucket was resting precariously. Will gasped as he heard the clanging of supplies and watched Emma fall gracelessly to the ground just in time to get doused by a full bucket of brownish sludgy water.

Emma jumped up as if the bucket had been filled with poisonous spiders, shaking her hands in the air and crying, "Oh God, Oh God, Oh God, Will, Oh God!"

Will grabbed her tightly by the shoulders and said forcefully, "Emma, it's okay. You're going to be okay. I've got you. It's going to be okay."

She continued hysterically, "Will, I'm covered in filthy water...water that was used to mop floors...floors that are covered in dirt from shoes...shoes that walk in germ-filled places like bathrooms...Oh God, Oh God, I need a decontamination shower NOW!" Emma started to sob.

Will took her into his arms and held her close as he whispered over and over, "It's going to be okay, Em. We'll get through this. Breathe." The last thing he wanted was for her to start hyperventilating. Actually, the last thing he wanted was to release her from his arms. Will was suddenly overwhelmed by the feelings he had held at bay for much of the last three months. He had dreamed of holding Emma this way, of sharing intimate moments, of a future that should have looked so different than it was turning out to be. He knew the tears were coming and he took a deep breath to hold them back. She needed him. He couldn't need her.

Emma continued to cling to Will as her sobbing turned to whimpering. He felt her relax just a little in his arms. He rubbed her soaking back soothingly. When she seemed calmer, he pulled back to look at her face. She looked back at him somewhat blankly. He wanted to snap her out of it. "Emma, I want to help. There's no shower here, but I promise to take you to the ER for the full Silkwood as soon as we get out of here." He smiled softly and paused for a reaction. Her eyes showed signs of life. She nodded her head slowly. He continued, "What can I do? Do you want to change out of those clothes? I can probably find something for you to wear in these lockers. Tell me what you need." Emma gazed into his eyes as if they held the key to retaining her grip on sanity. Will waited for some clue about what he should do next. She still seemed stunned, anxious, and...confused?

"You," she said, barely audibly.

Now it was Will's turn to be confused. Brows furrowed, he hoped she would say more. Emma spoke again, slightly louder and more confidently, "I need YOU, Will." She looked at him almost apologetically, then down at the floor, ashamed. She stepped back. Will's arms fell to his side and he stared at her intently, wishing his heart would stop swelling long enough for his head to absorb this new, possibly awesome information.


	2. Chapter 2: Coming Clean

Disclaimer: The characters described herein are the property of Ryan Murphy/Ian Brennan/Brad Falchuk and Fox. No copyright infringement is intended.

**If chapter 1 grabbed you and you are going to keep reading, consider leaving a note of some kind. It doesn't have to be a formal review. It's just nice to hear from readers and makes me want to keep writing. :)**

**Chapter 2: "Coming clean"**

Suddenly, Will heard a key in the door. _Ugh, could his timing be WORSE? _he thought. He rolled his eyes as Emma snapped her head in the direction of the noise.

The door swung open. Edwin opened his eyes in surprise and then chuckled.

"Will, I told you to close the door AFTER you left the room!"

He stepped inside and caught his first glimpse of Emma, standing next to the door with a deer-in-the-headlights look about her. "Oh!" he said quickly. "Hi, um, I'm sorry, did I interru..."

"Oh no, no, not at all," Emma jumped in sharply. "Gosh, we're so glad to see you. We were wondering if we were going to get stuck here all night and I really need to get...uh...home." Emma glanced at Will with a sadness he had never seen before and she bolted out of the room.

Staring at the empty door, wondering how to interpret her expression, Will said distractedly, "Thanks, Edwin. I have to run too."

"Uh, Will, you forgot your paper towels."

Will stopped reluctantly and grabbed the towels from Edwin. "Oh yeah, right. See ya."

He walked quickly out the door and in the direction of Emma's office. As soon as he rounded the corner out of Edwin's sight, he started sprinting. When he arrived in her doorway, she was hunched over her purse, examining her cell phone.

"3 missed calls. 5 text messages," she read aloud. "Oh goodness, he's about to call 911. Will, I have to go."

Will was devastated. He needed to keep her here just a little bit longer. He needed to finish the conversation they started. He needed to know what she meant when she said she needed _him_. He didn't intend to cause her distress, but he knew the one way to keep her here.

He leaned against the door frame, crossed his arms and eyed her skeptically. "Looking like that?"

Emma looked down as if she had completely forgotten she was covered in mop water. Instantly, her look of despair returned. She stood up, pulled at the front of her shirt, and started to wriggle her shoulders like she wanted to shed not just her soiled clothing, but also her skin.

Will forgot his motives and his protective instincts took over. He rushed to her side, anticipating another meltdown. She started to whimper as he took her by the shoulders. He demanded her attention, "Emma, listen to me. You just need to hold it together for a few minutes. We are going to be okay." He caught the "we," but didn't correct himself as he reveled in its meaning. Emma looked at Will pleadingly and nodded her head.

Refocusing on his mission to care for her, he said, "Here's what we are going to do: First, you are going to text Carl and tell him you got held up with some parents. Then, I am going to take you down to the girls' locker room and run a very hot shower. You always keep an extra outfit in your office, right?" Emma nodded again. "Why don't you give me your phone while you get the outfit?" Almost catatonic, she handed him her phone.

He couldn't believe she didn't think it was a _very_ bad idea to let him text Carl, but he didn't wait for her to change her mind. He opened the last text and read:

**I'm about to file a missing persons report! Why aren't you answering my calls, Emma?**

_Oh brother, Will thought. This guy is certifiable._ He typed a short reply:

**With some parents right now...running late...can't talk. Will call you when free.**

He hit send. It took some restraint to stop from adding..._and next time I am out of touch for an hour, you should probably refrain from calling in the National Guard!_

Emma closed her drawer and set her extra clothes on the desk. Suddenly, she crumpled to the floor and began to sob. It crossed Will's mind that this was bigger than rancid water. He dropped the phone on the desk and crouched next to her, wrapping her in his arms again. "Em, it's okay. Let's get you changed and I know you'll feel much better." She gulped some air and continued to cry, folding her arms into her belly and rolling herself into a ball.

Hoping it was the right thing to do, Will reached one arm under her back and the other under her legs and lifted her off the floor. She tucked her head into his chest and sobbed even louder, arms around Will's neck, clinging to him for dear life.

He grabbed her clothes and rushed out the door, eyeing the phone on the desk long enough to note its vibration.

Will walked as fast as he could to the locker room. He pushed the door open and discovered that it was pitch dark. _Right. Middle of the building. No windows,_ he thought. He fumbled for the light switch, but with an armful of Emma and her clothing, he wasn't very successful.

He said, "Em, I'm going to put you down on the bench for a second while I find the light switch." He began to lower her down, but she whimpered and clung to him more fiercely, shaking her head from side to side.

He straightened up, and with only the dim light from the hallway, strained to read the expression on her face. Her eyes held so many emotions, but he was no longer sure if he wanted to understand them. At this moment, all he wanted to do was kiss her. Will had never felt so close to Emma Pillsbury...and he wondered if she felt the same. _Snap out of it. She's married._.._.Damn conscience_.

Emma continued to stare at Will, but he looked away. He put her clothes down on the bench or at least what he thought was the bench and carried her back to the door. His eyes had adjusted to the lack of light and he found the switch easily. When he flipped the lights on, they both squinted.

"Let's get you to the shower" he said, focusing on the next logical step.

While walking to the showers, he wondered whether he was going to have to help her undress or...

She interrupted his thoughts, "I guess you can put me down now."

_She sounds better_, he thought.

"O...kay," he said. He put her on a bench outside the shower stall. She wrapped her arms around her middle again.

Emma watched as Will walked over to the towel rack and grabbed a stack of stiff, grayish white towels. He returned to her and sat down, holding the towels in a pile on his lap. He patted the top of the pile and offered, "These puppies have been washed with bleach so many times it's amazing the fibers still cling together. Will they work for you?"

She smiled and said, "Thanks, Will." She reached out and took his hand in hers. She squeezed it.

He smiled back then stood up. "I'll start the shower for you. Are you going to be okay by yourself?"

Her eyes opened wide and she popped up from the bench, shaking her head. "You, you're leaving? You need to leave? You..."

He reached over and put his finger to her lips. "Shhhh...I'm not going anywhere. I just figured you kinda need to, you know, undress at this point."

She looked down. "Oh, right, yes. Yes, I guess that's right...for the shower. Right."

S_he seems to be less anxious, but still a bit slower than usual, _Will thought.

He laid a towel on the floor outside the shower stall and another one inside the shower. He figured she wouldn't want her feet to touch the tile. He started the water and held his hand in the spray until it felt hot. He turned toward Emma. She was standing in the same place, hugging the towels, and watching him with gratitude in her eyes.

"It's all set for you, Em. The soap and shampoo are in the dispensers on the wall."

She nodded her head and said, "Okay."

"You got this? I'll be right outside if you need me."

She whispered, "Thank you."

He pulled the curtain aside for her and slowly walked toward the locker room. He stopped and looked back at her, not even attempting to hide the tenderness in his eyes. She returned his gaze and then looked away.

Will parked himself on a bench next to the lockers and leaned back against the wall, listening to the running water and trying to distract himself from thinking about Emma disrobing..._Emma naked just 15 feet away from where he was sitting...Okay, think about sweaty boys playing basketball...stinky socks...hairy armpits….Emma's wet skin...STOP THAT! _Will grumbled and leaned forward with his head in his hands.

His thoughts turned to weightier matters. _I can't stop loving her. _He sighed loudly. _And I know she feels something too, but either she doesn't realize it or won't accept it. I wish I knew what to do. I don't want to push her, but..._Will continued this painful internal dialogue until he heard the shower stop. _Relief._

"Em, you okay in there?"

"Yes, she said brightly. I feel much better. I'll be dressed in a jif."

Will went back to his thoughts..._She sounds better. I wonder how she is going to handle this? If I know Emma, she's planning her exit strategy, but I'm going to make her talk...or should I let it go? Should I just enter her little fantasy world where friends hug and talk about needing each other and then go home to their spouses? Ugh._

Emma walked out of the shower room, dressed in her clean clothes. She stopped when she saw Will sitting on the bench, shoulders hunched over with his hands in his pockets, staring at his shoes. He didn't look up. She approached him slowly and sat down next to him, an arms length away.

Quietly, she said, "Will, I'm really embarrassed. It has never been that bad before. I thought I was getting better, but I didn't handle this situation very well at all. I don't know what to say. You're such a good friend for helping me. I don't know what I would have done without you."

Will gave her his best, "I want to be your friend, but I'm still in love with you" smile and said nothing.

"Can I ask you something?" Emma said.

Will shook his head.

"Why are you giving the duet to Rachel and Puck instead of Rachel and Finn?"

Will was confused for a moment, but then realized she was referring to their conversation from the supply room...from what seemed like hours ago.

"Oh," he said in a monotone. "I guess you haven't heard. Rachel and Finn broke up."

"Yeah, and...?"

"Well, things have been pretty strained between them and I don't want to put them in an uncomfortable situation. I mean, Rachel is clearly still in love with him. And he seems to be moving on with someone else, but I can't really be sure what's going on because I sense that he still has feelings for her. So I thought it might be best not to ask them to sing together for a while."

"But they sing together beautifully. Maybe you should give them a chance...you know...to work out their new relationship...whatever it may be..." She trailed off and stared at the floor.

"Are you talking about Finn and Rachel or are you talking about us?" Will said.

Emma seemed surprised by the question and a little flustered, "Fi..Finn and Rachel of course," her voice rising to emphasize the last word as if someone needed convincing.

She stood up and nervously straightened her skirt with both hands. "Will, I have to go."

"When you said you needed me, did you mean as a friend or did you mean more?," Will blurted out.

Again, Emma looked stunned. As if she had conveniently forgotten that intimate little confession in the supply room. Her eyes darted around, perhaps looking for a rock to crawl under.

Will stared up at her expectantly, but also resigned. He didn't care if he made her uncomfortable. He wanted an answer. He continued, "After all we've been through tonight, I think you owe me the truth about how you are feeling."

Emma swallowed hard and sat down abruptly. She stared back in the direction of the showers.

Will said, "Emma, please look at me."

She turned to him, then looked down again. A tear rolled down her cheek.

"Will, I..." her voice cracked. "I'm married."

His heart sank.

And then he did something he hadn't even considered as he imagined this conversation earlier. He got up, looked her in the eyes, and said, "I can't do this anymore, Emma."

Without another word, he walked out.


	3. Chapter 3: Mental Health Day

**Chapter 3: "Mental health day"**

Emma let the steaming hot water wash over her body. She pumped soap into her hands and began the long process of scrubbing every inch of her body. She started with her face, closing her eyes tight while she washed the soap away in the powerful spray. She continued down her body...3 pumps of soap, 10 small circles in each direction, rinse, then repeat.

As she continued the rhythmic cleansing movements, Emma's mind wandered.

_Will is a wonderful friend. No one else understands me the way he does...other than Carl, of course. Carl would help me the same way Will has tonight. He HAS helped me. I mean, the grapes, the sandwiches, the movies. I've made real progress. _

Emma crouched down in the shower to wash between her toes.

_How sweet that Will knew to put a towel down IN the shower. I know Carl doesn't approve of our friendship, but I can't imagine my life without Will. I wish Carl could understand. _

_Will...the one who held me together tonight. _

Emma straightened up, turned her back to the strong hot water, closed her eyes, tipped her head back and let the stream wash over her head and down her entire body. She crossed her arms and touched her shoulders. They felt clean. She moved her hands down her sides, around her belly, and over her breasts. A warm, tingling sensation was followed by a sudden image of larger, firmer hands caressing her body. He stood behind her and brushed her hair aside to kiss her neck, first softly under her ear and then more ravenously down toward her collarbone. She turned to kiss Will._ Will! Oh my goodness! Carl, Carl, Carl, I'm married to Carl and I'm about to kiss Will! Calm down, calm down, calm down. It isn't real. It isn't real._

Emma abruptly turned the water off and stood motionlessly in the shower stall. Breathing heavily, she stared into space.

_It's okay_, she told herself. _He's a caring friend who happens to be handsome, sexy, and...well, right on the other side of that wall. And he HAS had his hands all over me tonight. Maybe that's all it was._

She stepped out of the shower onto another towel and smiled. _He thinks of everything. _She dried herself off with three more towels and continued to talk herself out of feeling guilty. It didn't really work.

She looked in the mirror. In so many ways, she didn't recognize the person staring back at her. She ran her fingers through her damp messy hair. She heard Will ask if she was okay.

"Yes," she said brightly, completely faking it. "I feel much better." _Ugh, I feel terrible._ "I'll be dressed in a jif." _Jif sounds light, casual, right? _

Emma got dressed quickly and convinced herself to put this all behind her, to act normal. Well, normal for her.

She walked out of the shower room, dressed in her clean clothes. She stopped when she saw Will sitting on the bench. He didn't look up at her. _He looks sad. I wish I could hug him._

She approached him slowly and sat down. _Not too close_, she coached herself.

Quietly, she said, "Will, I'm really embarrassed. It has never been that bad before. I thought I was getting better, but I didn't handle this situation very well at all. I don't know what to say. You're such a good friend for helping me. I don't know what I would have done without you."

He smiled. She felt her belly fill up with warmth. _Normal._ She refocused. An idea came to her.

"Can I ask you something?" Emma said.

Will shook his head.

"Why are you giving the duet to Rachel and Puck instead of Rachel and Finn?"

A brief look of confusion passed his face, then he replied.

"Oh, I guess you haven't heard. Rachel and Finn broke up."

She had, but she played dumb. "Yeah, and...?"

"Well, things have been pretty strained between them and I don't want to put them in an uncomfortable situation. I mean, Rachel is clearly still in love with him. And he seems to be moving on with someone else, but I can't really be sure what's going on because I sense that he still has feelings for her. So I thought it might be best not to ask them to sing together for a while."

"But they sing together beautifully. Maybe you should give them a chance...you know...to work out their new relationship...whatever it may be..." _Like shower buddies, _she thought sarcastically as she stared at the floor_._

"Are you talking about Finn and Rachel or are you talking about us?" Will said.

_Oh dear, didn't see that one coming. _

"Fi..Finn and Rachel of course," she recovered. _I'm losing it. I have to leave now before I do something dangerous._

She stood up and nervously straightened her skirt with both hands. "Will, I have to go."

"When you said you needed me, did you mean as a friend or did you mean more?," Will blurted out.

_Oh gosh, he's a mind reader. He knows I was thinking inappropriate thoughts about him. I can't mean more. I can't mean more. I am married. _

Will stared up at her expectantly, clearly waiting for an answer.

"After all we've been through tonight, I think you owe me the truth about how you are feeling."

Emma swallowed hard and sat down abruptly. She stared back in the direction of the showers, the vision of Will caressing her wet body still fresh in her mind. Remembering how, in some ways, she had already betrayed Carl. She started to choke up.

Will said, "Emma, please look at me."

She turned to him, then looked down again. A tear rolled down her cheek.

"Will, I..." her voice cracked. "I'm married."

He got up immediately, looked her in the eyes, and said, "I can't do this anymore, Emma."

He left.

It wasn't long before Emma was sitting in a puddle of tears. She sobbed uncontrollably for what seemed like hours. A torrent of emotions, starting with abandonment. She never expected Will to leave her. And yet SHE had been the one to leave him...for Carl. She chose Carl. Sweet, wonderful Carl. The man she had deceived tonight. He didn't deserve that. He was good for her, right? Will was bad for her. _Will..._

In her fleeting moments of coherence, she realized she needed to get herself together. Carl was waiting at home and she knew she wouldn't have the strength to process these emotions in front of him. She was going to do what she had promised never to do. She was going to lie. She knew it was wrong, but it felt like the only path available at the moment-if she hoped to retain her sanity.

She would tell him she was exhausted. She would give him a peck on the cheek and a brief hug, and she would retire to her bedroom. Thankfully, he hadn't seen her that morning so he wouldn't wonder why she was wearing a different outfit. He MIGHT find it strange that her hair was in a ponytail, but she figured she could dodge that one casually. She just needed to get through tonight, she promised herself, and once she understood what had happened, she vowed to come clean with Carl.

Emma awoke the next morning to an annoying beeping sound. It took her a few minutes to realize that it was her alarm. She couldn't recall the last time she had needed more than the morning sun to rouse her from sleep. She propped herself up on her elbows. _Why am I so exhaus...? Oh. Oh. Oh. _She fell back onto her pillow, staring at the ceiling as she unhappily recalled the events of the last twelve hours.

Things had gone pretty much as planned when she got home, although Carl did insist on tucking her in. She tried to act as cheerful as usual, but he must have sensed something was wrong because he kept telling her that she wasn't herself. She finally admitted that she thought she was coming down with something and that did the trick. He left her alone.

As soon as her bedroom door clicked shut, she turned into her pillow and flooded it with tears. She didn't remember how long she had cried, but she remembered the reason...or rather, reasons. And one of them was currently knocking softly on her door.

"Emma, are you awake? Can I come in?"

_Carl._

"Yes, yes, of course," she croaked.

He came to the edge of the bed and sat down. "Wow, you look like shit," he chuckled. "You really are sick, aren't you?"

She rolled her eyes and smirked back at him. "Gee, thanks. I told you I was coming down with something." _I guess they don't spend much time on bedside manner in Dentistry programs_, she thought as she turned on her side, away from Carl.

Carl reached out to rub her arm and tried to redeem himself by asking, "What can I do for you, Sweetheart? Would you like some tea?"

She shook her head and closed her eyes.

He said, "Are you going to stay home from work today? Do you want me to call Figgins for you?"

Emma had never called in sick. Not one day in her entire teaching career. But at this moment, she didn't have the energy to care. "That would be nice," she said flatly.

"Great! Then I'll cancel my patients for the day and stay home to take care of you."

Emma popped up in bed and said, "No!"

Carl's eyes grew wide. Emma could tell she hurt his feelings.

"Sorry, sorry," she stammered, "I just, I...I prefer to be alone when I'm not feeling well."

With furrowed brows, he took a breath to speak.

But Emma kept talking, hoping she would find the right excuse to get him off to work. "Besides, I'm sure I'll be fine. Maybe I just need a mental health day. And your patients need you more than I do. I'll be fine. Really."

Carl looked more confused than ever. Cautiously, he said, "Emma, did something happen last night?"

She shook her head quickly, nervously. "No, no, I mean, why would you ask that?" She knew she sounded defensive.

His expression changed from confused to skeptical.

_This isn't working_, she feared. _He's suspicious_. She tried a different approach.

"Well, I guess something did happen last night, but I'm not really ready to talk about it." _Boy is that an understatement_, she thought.

"Will you at least tell me the topic?" he said anxiously.

"It's nothing really. Just an altercation with a parent who questioned whether I was providing good guidance to her son."

"Oh, that's it?" he said, noticeably relieved.

"It may seem small to you, Carl, but I take a lot of pride in my work and it's hard to hear that someone thinks I am doing a terrible job," she said, trying to sound appropriately offended.

Carl smiled, and said, "I'm sorry, Honey. I didn't mean to belittle your feelings. I'm just happy to hear it is about your professional life rather than something...else."

Emma certainly knew what he meant by something else, but she also knew that playing dumb was the quickest way to getting the alone time that she desperately needed.

She smiled back at him. "Well, of course it is. Now, if you don't mind, I'd like to go back to sleep. We can talk when you get home."

He stared at her for a moment, as if he wasn't completely sure she was being truthful with him.

She pretended not to notice.

He brushed his hand through her hair, then leaned down to kiss her cheek. "Okay then. Well, I hope you feel better, Emzels. I'll call Figgins on my way to work."

"Thank you," she said sweetly.

Carl got up and walked out, closing the door behind him.

_Finally, _she grumbled.

Emma stayed in bed for hours after Carl left. She couldn't sleep, but she couldn't face the world either. She couldn't even face herself.

She replayed the events from the night before again and again. Each time, she reached a different conclusion about her motives, her feelings, her future. She was more confused than ever.

It wasn't like this last spring. Will had made things easy for her. She thought he was committed to her. She believed he was waiting for her, as she had been waiting for him for two years. And then she found out he had not been waiting at all. He had been with at least two other women that she KNEW of and who knows if there were others. And the worst part was that he had had sex with at least one of them. _How could he have made love to someone else so casually when he knew how sacred it was to me? _Emma thought, for possibly the 200th time.

Carl would never have done that to her. He was reliable and trustworthy. He had done nothing but adore her from the first time they met. Where Will had been unpredictable, Carl had been steady. It was an easy choice at the time.

Emma sighed again._ Why doesn't it feel easy anymore? _

Will still loved her. She felt it in her bones every time they were in the same room together. She had tried to convince herself that it didn't matter, that he would get over her eventually. But if she was being truly honest with herself (and she hoped she was since she had taken an entire day off to think about this), she would have to admit that his inability to get over her was unsettling.

Emma was firm in her belief that if Will could be with other women, if Will could SLEEP with other women, then he didn't truly love her. Yet she felt his love...almost every day. And last night, for the first time since she moved in with Carl, she felt something in return.


	4. Chapter 4: Jealousy

**Chapter 4: Jealousy**

Emma didn't usually talk to herself on the way to work, but today was different. Her "mental health day" had revealed a small crack in her resolve and she was determined to repair it. She took a deep breath, straightened her shoulders and sat tall in her seat, confidently speaking her new mantra: "I am committed to Carl. I love Will as a friend."

Her voice cracked during that last part. She tried again. This time, it sounded slightly more convincing. She repeated it several times, although her mind started to wander back to her evening with Carl. He really had been very loving towards her. He was everything she needed in a man. And, conveniently, she was already married to him.

All it took was a shift in perspective. Emma spent much of her sick day draining her tear ducts. She cried for the relationship that could have been. She cried for the relationship that was. She exhausted herself, both physically and emotionally, and then she began to feel numb. She got out of bed, showered, and dressed in time to welcome Carl home with an admittedly forced smile.

She went through the motions of the evening. They cooked dinner together, made small talk, and watched TV. He asked her briefly about her day, but didn't press when she told him she was feeling much better. She couldn't remember what they watched, but it didn't matter. Just being with him was quite pleasant. He tucked her into bed, as always, respecting her privacy and her need for more time.

Her last thought before she fell asleep was that she could make her marriage work AND remain friends with Will.

Emma arrived at school punctually, as always. She scanned the parking lot and found Will's car in his usual spot. She parked next to it. She was looking forward to seeing him today, if only to begin to build back the friendship she knew they could have. She thought it might take some time, but she would be patient.

The morning dragged as she waited for lunch time. She practically ran to the teacher's lounge at noon to save their regular table. Emma watched the door as colleagues began to stream in, anticipating Will's arrival. She tried to eat, but her stomach was already occupied by butterflies. She pretended to read a magazine instead. He never showed up.

The next 3 days were exactly the same. She started to roam the halls at odd times in the hopes that she would run into him, but it was as if he put a GPS device in her purse and made sure he was always a safe distance away.

She caught a glimpse of him on Thursday, exiting the teacher's lounge 15 minutes before lunch period and got an idea. That Friday, Emma arranged her schedule so she could get to the teachers lounge an hour earlier.

She felt more anxious than usual as she approached the door of the teacher's lounge. She realized it was because she had spent all of her time trying to find Will and absolutely no time at all planning what she was going to say.

_Yay, he's here! _She stopped mid-stride and stepped back into the hall to collect her thoughts. _First of all, calm down. Second of all, he's just a friend. Enough with the yays. Third of all, he's probably not going to be happy to see you. Okay, let's try that again._

He was seated across the room (at a different table, she noted), reading the paper and munching on a sandwich. She walked over to his new spot and stopped. He didn't look up.

_So this is how it's going to be_, she fretted. _Well, might as well get it out there. _She took a deep breath.

"Hi Will," she said firmly. "I can't help but notice that you've been avoiding me."

Without even looking up from his paper, Will replied, "Why yes, yes I have."

Uninvited, Emma sat down. Will kept reading.

"How have you been?" she asked haltingly

"How do you think I've been, Emma?" Will said directly, finally looking at her or rather, glaring at her.

Emma looked down at her hands, avoiding the flash of pain he didn't even try to hide.

"I guess I didn't really think about how this conversation would go," she said tentatively. "I just...I miss your friendship."

Will rolled his eyes and returned to his paper, possibly hoping she would go away.

"Will, I want..."

"Wait, wait, let me guess!" he interrupted sarcastically. "You want us to be friends?"

"Yeah, tried that. Didn't work for me." He turned a page in his newspaper.

"Will, do you have to be so cold toward me?"

He looked up, incredulous. But before he could respond, he noticed a familiar face in the doorway.

She scanned the room and caught Will's eye almost immediately. Holly smiled, waved, and began to make her way over to his table.

He grinned widely.

Emma turned in the direction of Will's sudden smile and saw a beautiful blonde approaching their table.

Emma watched as Will stood up, opened his arms and pulled the tall, gorgeous woman into a big hug, "Holly! It's SO great to see you!"

_Sounds like he is exaggerating for my benefit_, she observed, annoyed.

"Hey, my favorite song and dance man!" Holly exclaimed.

They pulled apart and looked at each other, still smiling.

"I assume you're subbing for someone?" Will said.

"Yeah, for a few weeks. In sex ed, of all places! I mean how perfect is that? You know how I love that topic!" She smirked at Will.

_How does he KNOW she loves that topic?_

He winked at her. "That's awesome. So we're going to be seeing a lot of each other."

_Did he just wink at her?_

Emma finally cut in. "Um, hi."

Will reacted as if his little sister had just intruded on his first date with the head cheerleader. "Oh Holly, this is Emma Pillsbury, our guidance counselor."

"How do you do? Emma Pillsbury-Howell, actually." Emma said as she held out her hand, ignoring Will's impatience.

"Right on. Hi." Holly shook Emma's hand, gave her a curt smile, and turned back to Will.

"So when can I come practice with the kids again? I had so much fun last time!"

"How about this afternoon? 3pm?"

"Great! Gotta jet. I'll see you then! It was nice to meet you, Emma," Holly threw in as an afterthought. She left as quickly as she had come in.

Abruptly, and in the chilly tone she recognized from the beginning of their conversation, Will said, "I've gotta go too. See ya."

Emma sat in her office with her head in her hands, hoping her next appointment wouldn't show up. She wasn't in a state to be giving other people advice.

She had expected it to be hard. She just hadn't expected it to feel like a knife in the gut. His icy stare; his palpable desire to flee the room when she arrived; and maybe the worst, his attempt at ambivalence. Will was her best friend and she could tell he was in the process of wiping her clean out of his life. Emma wanted to remain hopeful that they could find their way back to friendship, but she knew losing Will altogether might be the price she paid for marrying Carl.

_Carl_...

Emma was aware that their relationship was somewhat unconventional for newlyweds. She hadn't been ready to give herself to him completely, but he wanted her anyway. He said he would wait. He was confident they were meant to be together and he was eager to make it official. He told her he loved her more than anyone he had ever known in his life. But unlike Ken, his love felt rational. He didn't put her on a pedestal. He loved her for who she was. And he swept her off her feet.

To be truthful, Emma had never attracted a man as heart-stoppingly handsome, confident, and successful as Carl. He was quite a catch, and somehow he made her feel like one too.

It all made sense to her...until she thought about their physical relationship. While she didn't have much, well ANY experience with sex, she had heard and read plenty of things. So she knew it was a good sign that she was physically attracted to Carl. Yet that didn't seem to be enough.

_What is wrong with me?_ she wondered for what felt like the zillionth time.

Kissing Carl was nice. He made her feel desired, maybe even sexy. But every time his hands moved to other places on her body, she recoiled. She wasn't sure if it was fear or insecurity or something else. She just knew she didn't feel ready.

_I wonder what it feels like to be ready?_

Emma wished she had a best friend she could talk to about it, but her best friend or at least her former best friend probably wouldn't be thrilled with the topic.

An idea entered her head.

_The new sex ed teacher...she's only here temporarily so even if I embarrass myself, she won't be around to remind me of it. She COULD have some useful advice...and I'm curious if she is interested in Will. Wait, no, scratch that last thought. Not relevant._

Emma twitched like a squirrel, pacing nervously outside of Holly's classroom as the last bell rang. She busied herself reading the bulletin board while the kids streamed out, wondering if this was a really bad idea. After a few minutes, she peeked casually into the room and confirmed that Holly was alone, sitting behind the desk at the front of the room.

Emma stood in the doorway, head hanging down, nervously wringing her hands.

Holly looked up expectantly. "Emma, right? What brings you here?"

Emma's face turned beet red and she began to stammer, "Um, hi. So...so,...you seem to know Will pretty well."

"Is that a question?" Holly said, dumbfounded.

Oh, no, no. I just, well, I thought I might pop in and... Well, I figured you didn't really know anyone at the school so I thought I would...

"Oh, so this is a social visit?"

Emma took one step into the room and hesitated. "Well, not exactly. I have, uh, a ques -, I could maybe use some help."

Holly looked on sympathetically while Emma steeled herself then blurted out, "I was wondering if I could, you know, maybe talk to you about ..."

"About...?" Holly replied, the question hanging in the air.

Emma's eyes darted toward the sex education poster on the wall and she flailed an arm in the direction of the poster, "Um, this stuff ... you know ..."

"Sex?" Holly offered.

Emma nodded her head and stared at the floor.

"Ooooookay," Holly said curiously. "Are you looking for advice?"

She took another step toward Holly's desk. "Well, kinda. I...um...well, I have a few questions about what it feels like to be, you know, ready...ready to go all the way."

"I'm sorry, I'm confused. Are you asking for yourself? Aren't you married?" Holly asked.

Ashamed, Emma nodded her head yes.

"And you haven't...?"

Emma shook her head and said, "No. I mean, we've um, no, I just can't bring myself to go through with it."

"Holy crap, this is a first. I've met student virgins before..." she trailed off.

"I shouldn't have come. I have to-"

"No wait, I'm sorry. I'm sorry. Give me another chance. I'd like to help if I can."

Emma reconsidered. Now that she was here, she really did want to talk.

"Please promise me you won't tell anyone. This is very personal," Emma started. "I just needed someone to talk to, someone with experience."

"Your secret is safe with me," Holly said reassuringly.

"Okay, so let's talk. Have a seat," she offered.

Emma stared at her, wondering how to start.

Holly leaned forward with her elbows on her knees, and said, "So tell me what, exactly, is going through your mind when he is rounding the bases, if I can assume that much?"

Emma mouthed the word "No," then launched into an explanation.

"Well, you see, we got married um, rather quickly...in Vegas actually...and I told him I wasn't ready for that physical step. He said he completely understood, but he seems to be getting impatient with me...which is making me even more nervous about it."

"Do you love this guy?" Holly asked directly.

Taken aback, Emma responded, "Yes, he's wonderful. He's handsome, sweet, funny and...handsome."

"Yet, you don't want him."

It was more of a statement than a question, Emma noticed.

"Interesting...," Holly said sarcastically.

"So maybe there's something else going on here." Holly paused, tapping her pencil on the desk.

"Think you might be gay?" she said.

Surprised, Emma replied, "No."

Holly fired back, "Depressed?"

Emma said "No."

"Still hung up on someone else?"

Emma's eyes popped open wider and she stuttered, "No...nuh...No! I mean, definitely not.

Holly raised her left eyebrow.

Emma? Holly said softly, pausing for effect. "That doesn't sound very convincing."

"So who's the other guy?"

Emma looked down at the floor, tongue tied. When she looked up, Holly was eyeing her with a questioning, but knowing gaze.

"Um, you know what?" Emma said as she jumped to her feet and started backing toward the door. "I have an appointment right now that I'm already late for so I have to go. So, thank you, Holly. Maybe we could finish this conversation, um, later?"

She didn't even wait for a reply before she flew out the door.

Holly rolled her eyes and chuckled.

When Emma reached her office she couldn't shut the door fast enough. Safely inside, she leaned up against the back of the door, heart racing.

_I am committed to Carl. I love Will as a friend. _

_I am committed to Carl. I love Will as a friend._

_I am committed to Carl. I love Will as a friend._

_Mantras suck._

Emma did her best to concentrate on work for the rest of the day. She had a steady stream of visitors to help the time pass. Thankfully, Rachel stayed away. Probably had something to do with the trust lecture she had delivered the last time she came by to talk about her break-up with Finn.

Trust was important to Emma and Rachel had betrayed Finn. "Feeling insecure and confused is not an excuse for betraying someone who loves you dearly", she had said, or something like that anyway. Rachel had burst into tears and fled her office. She probably could have taken a softer approach, but it had been a bad day. She made a note in her daily planner to seek Rachel out tomorrow.

Emma packed her things, slung her tote bag over her shoulder and headed out to the parking lot. It was starting to get dark out, but she could see that Will's car was still parked next to hers. She was turning her key in the lock when a loud noise erupted behind her and she nearly jumped out of her skin. She should have realized it was just Will starting his clunker.

He gave her a casual "sorry" wave as he jacked up the volume on his stereo and put the car into reverse. Before she saw the bright blonde hair, she heard a female voice belt out, "Just gonna stand there and hear me cry. Well, that's all right because I love the way you lie. I love the way..."

They drove off. Together. She assumed Will would sing the Eminem part. And then she cried.


	5. Chapter 5: Double Date

**Chapter 5: Double Date**

Emma was nothing if not logical. While running out of paper towels was not an obvious reason to cry, she did see how a person with...certain compulsions... could be traumatized by a shortage of cleaning supplies. And so it went throughout the weekend: emotional outbursts followed by thoughtful rationalizing. She managed to hide much of her volatility from Carl, but only because he had an unusually active weekend of patient emergencies.

She couldn't have been more thankful for the reprieve. Emma needed some time to think, and she wasn't prepared for another one of Carl's "intimacy" conversations. She used the excuse of spring cleaning.

"Again?" Carl had said. "Emma, you know spring comes once, not twelve times a year, right?"

His attempts to make light of her cleaning habits were growing tiresome, although she suspected her irritation was only partly related to his teasing.

Emma began with the cabinet next to the sink. As she removed each jar of spice and wiped it down with a Fantastik-dampened paper towel, she remembered how close they use to be. How they would eat lunch together at the same table every day. How he would drop by her office to discuss what was going on in the school, in Glee club, in his marriage, in her personal life. McKinley was full of nuts and he kept her sane. Until he broke her heart.

She didn't want to dredge up those old feelings. Emma just wanted to understand the series of events that left her in tears yesterday, watching Will drive off with Holly.

_She reminds me of Terri._

Emma hadn't thought about Terri in a long time and wished to keep it that way as she felt that familiar unease well up in her tummy. Terri was everything Emma wasn't-beautiful, assertive, sexy, clever, and well, you'd never catch her scrubbing a water fountain with a toothbrush. She was THAT girl in high school: prom queen, head cheerleader, and boy magnet. It never made sense to her that Will could be interested in someone like her when he could attract a woman like Terri...or Holly.

That's why it was a bit anti-climactic when she discovered he had been "playing the field" so to speak. She expected it from a man like that.

Carl wasn't like that.

* * *

Emma greeted Monday with trepidation. She wasn't sure what she was going to see and she certainly wasn't sure how she was going to feel. She thought a coat of armor would be helpful, but settled on a mask of "preoccupied." Looking in her rear view mirror, she struck a serious, yet distracted expression.

_That will do_, she whispered to herself.

She got out of her car, which she had parked as far away from Will's typical spot as possible, and walked into the building, _preoccupied_. She reached her office without speaking to anyone-a sure sign that she had chosen the right mood to strike. She smiled to herself, triumphant. _Mood manipulation. Huh._

Emma sat at their usual table, unpacking her lunch, concentrating on her new mood: aloof. Apparently Holly didn't buy it because when she walked in the door, she bounced over to Emma's table like she was being filmed for a scene in _High School Musical_. She half expected her to start talking about Justin Bieber's new single.

She was both relieved and disappointed to see that Holly was alone.

"Hi Em!" she exclaimed as she plopped down at the table. "What's going on in the world of troubled teens today?"

"Not much," she replied, with about one tenth of Holly's energy. "How was your weekend?"

The small talk staple slipped out of Emma's mouth before she realized who she was asking. She did NOT want to hear about Holly's weekend. Well, part of her did.

"Oh, it was great! I actually hung out with Will Schuester quite a bit. He's a blast! Not to mention HOT," she added, conspiratorially.

Emma was stunned to hear their date confirmed. She grimaced before settling into a tight lipped smile.

Rational Emma thought: _He needs to date. This is good. _

On cue, Will walked into the room and over to their table, grinning from ear to ear.

"Speak of the cute devil," she whispered to Emma, smirking.

"Hey there, EJ! I was just about to tell Emma about karaoke night."

_EJ? She has a nickname for him already? _Emma rolled her eyes.

He smiled brightly, looking only at Holly. "Oh yeah?"

Emma, doing her best impression of a mildly interested friend, said, "Yeah, sounds fun. What did you sing?"

"LOTS of Elton John," Holly replied, in mock frustration. "Seems our Will Schuester prefers to live in the 70s, don't you, Sweet Cheeks?"

Will blushed and sheepishly glanced at Emma before turning back to Holly.

_Ah, EJ = Elton John. Cute, _Emma thought to herself sarcastically before getting downright hostile. _Sweet Cheeks? Seriously? Who says that? _

Playfully engaging Holly's criticism, he said, "Hey, the 70s was an awesome decade for music! And Elton John produced some great stuff back then, you know, before he got into that Disney drivel."

"Hmph," Holly teased as she turned back to Emma.

Will, clearly trying to hold Holly's attention, said, "Remember "Afternoon Delight"? That was hilarious!"

Holly sat back in her chair, the sound of metal screeching, doubled over in laughter. Emma wondered if she was going to fall on the floor.

Will looked enchanted as he laughed with her.

Even better was "You Make Me Feel Like Dancing!" she croaked.

"Emma, you should have heard Will trying to mimic Leo Sayer. I never thought you could sound bad behind a microphone, Sugar Lips, but that was just comical!"

_Okay, this is getting to be a bit much._

Emma stood up, looking at the clock. "Oh darn, I have to go prepare for a parent meeting." She smiled politely.

Will looked slightly perplexed, maybe even concerned.

"I'll catch up with you two later," Emma said, as she abruptly exited. She glanced back at them in time to see both shrug their shoulders, then collapse into laughter again.

* * *

The rest of the afternoon dragged for Emma. When she wasn't talking to students, she was talking to herself. Rational Emma's side of the discussion sounded like this:

_He should move on. This will be good for him. It's normal to be a tad jealous when someone you once loved becomes interested in someone else. He seems happy. _

Irrational Emma, who was much louder and more emotional, came back with:

_But why does she have to be so pretty and talented and sexy and TALL? She sings and dances with him. And apparently the kids "love!" her. The kids who used to like ME._

The debate was exhausting. Emma needed to get out of her office. She grabbed her oral hygiene kit and departed for the nearest bathroom. _You're adorable_, he had said. Irrational Emma took a detour to the choir room.

_What are you going to say if he sees you? What if he isn't alone? _

He wasn't alone. And he didn't see her. He didn't see her because his eyes were closed. He was kissing Holly.

She had tried to glance casually through the window as she strolled past, but the shape of their bodies betrayed a moment of intimacy that shook Emma to her core. Her body stopped involuntarily as if there was an invisible cement wall blocking the entire hallway. She stared, horrified, at Will kissing another woman. Emma became queasy and light-headed, and then realized she had stopped breathing. She took a gulp of air and tore herself away from the scene, running as fast as she could back to her office.

"Whoa, where's the fire?" Carl said from behind her desk as she bounded into the room.

"Carl! Hi..., what are you doing here?" Emma challenged, flustered.

"I'm here to take my lovely wife out to dinner, of course." He paused, waiting for an enthused reaction that never came.

"Is everything okay, Emma? You look upset."

"I'm fine. I'm fine. Just a little frazzled today. Going out to dinner sounds nice. Thank you."

Carl walked over to Emma, lifted her in his arms, squeezing her in a tight hug as he turned her around and set her back down.

Over his shoulder, she saw Holly and Will rounding the corner, holding hands. Her heart sank into her stomach again.

Carl felt Emma stiffen. He released her, and looked in the direction of her stare.

"Is that Schuester? Who's the legg..., um, tall blonde?"

"That's his new girlfriend," she said, mustering only a shred of false indifference.

Carl jumped into the hallway. "Hey, Will!" he said, in his most affable tone.

Will stopped and turned around, knowing who he would see.

"Hey Carl."

Will walked slowly back to Emma's office, Holly trailing behind.

They shook hands.

"And who is this lovely lady?" Carl said, working the old school charm.

Before Will could answer, Holly reached out her hand and said, "Hi, I'm Holly Holiday. You must be Emma's husband?"

"Yes, yes I am," he said proudly.

"Well I've heard a lot about you. It's very nice to meet you," Holly offered, warmly.

Will looked at Emma, brows furrowed.

She looked at him, dismayed. She didn't know which to be more wary of: Holly's knowledge about her marriage or the invitation that she knew was coming next.

"I just came by to take Emma out to dinner. How would you guys like to join us?" Carl said, as Emma had expected.

Resigned, Emma forced a smile in Will and Holly's direction.

"Ummmm...," Will hesitated, most likely trying to invent a suitable excuse.

"That sounds great! Holly said. "We were just talking about heading over to Breadstix for karaoke night. How does that sound?"

Carl looked at Emma who was standing with her arms crossed over her chest, blankly staring at the floor.

"Em, snap out of it," he said playfully. "You look like you could use a drink or two and some karaoke. Let's head on over to Breadstix with Will and Holly."

_Someone took his happy pill today_, she grumbled to herself.

* * *

Emma winced when she saw Will holding Holly's hand under the table. She wondered if any of this was for her benefit and did her best to appear detached, especially since Carl was watching her curiously. They had made it through dinner and two bottles of wine without incident, but as Holly and Carl got chattier, Will became more affectionate toward Holly. Despite her light buzz, Emma was not enjoying herself.

The others couldn't wait to get up on stage. Carl proposed a Beach Boys number and the three of them got up to perform. Carl returned to their table after the song to persuade Emma to join in the next number, but she told him she wasn't in the mood. He headed to the restroom while the DJ put on a new song for Holly and Will.

Emma recognized the music immediately. It was _Need You Now_ by Lady Antebellum.

_Oh god, not this song,_ Emma fretted.

Holly started singing:

_Picture perfect memories_

_Scattered all around the floor_

_Reaching for the phone 'cause_

_I can't fight it anymore_

_And I wonder if I_

_Ever cross your mind_

_For me it happens all the time_

Will watched Holly, beaming.

Emma felt sick.

He joined in for the chorus:

_It's a quarter after one_

_I'm all alone_

_And I need you now_

_Said I wouldn't call_

_But I've lost all control_

_And I need you now_

_And I don't know how_

_I can do without_

_I just need you now_

The male part was coming up. Will brought the microphone back to his lips, winked at Holly, and began to sing to her:

_Another shot of whiskey_

_Can't stop looking at the door_

_Wishing you'd come sweeping_

_In the way you did before_

Will's sexy voice took Emma to another place and she struggled to maintain a mask of pleasant indifference.

Will continued to charm the audience until he reached the second verse. His eyes turned to the floor, reflective, and his voice became softer.

_And I wonder if I_

_Ever cross your mind_

He looked up, directly at Emma, and with unmistakably watery eyes, crooned

_For me it happens all the time_

Holly grabbed his hand and snapped him back to her as they launched into the chorus together.

Emma wanted to flee from the room. The music faded into the background as her chest tightened and throat ached. When she felt the prickle of tears she gripped her chair with both hands, digging her nails into the wood until pain shot up her arms. The distraction worked for a moment, but Will demanded Emma's attention with a bittersweet interpretation of:

_Guess I'd rather hurt_

_Than feel nothing at all_

She recoiled at the raw expression of anguish on his face. Carl returned to the table and Will didn't look in her direction again.

He sang the last verse suggestively to Holly:

_Oh baby, I need you now_

Emma excused herself to go to the Ladies Room while Carl jumped up to get in on the next number.

She emerged from the bathroom to the sound of Hall & Oates, concluding that it must be Carl and Holly singing since Will was standing against the wall, waiting for her.

Emma didn't know if it was the wine, the song, or the mere suggestion that he could fall in love with someone else, but she walked up to Will, took his face in her hands, and kissed him with a fire she had never known. He returned her passion, pulling her body closer to his, whispering her name in desperation between kisses. She whimpered as he pulled away. They heard the song ending and stepped back to collect themselves. They stared at each other, dumbfounded.


	6. Chapter 6: Intentions

**Chapter 6: Intentions **

**Will**

Standing on the stage, Will watched as Emma exchanged words with Carl, then escaped from her table. If Carl knew her the way he did, he wouldn't have let her out of his sight. But like a goofy puppy, he came rushing back to the stage, shouting something about Hall & Oates.

Holly responded with an ecstatic, "Rich Girl!" and he saw his opportunity.

"Why don't you guys do this one without me? I have to run to the bathroom."

Will leaned against the wall outside the restrooms, rehearsing his apology. He wasn't exactly sorry that he still loved Emma, but he hadn't meant to upset her during _Need You Now_. The words were too perfect and he saw something in her eyes that suggested it might just be okay to express what he was feeling. It wasn't the first time he had crossed the line.

_I can't believe I did it again, _he thought._ I hope she isn't mad._

She emerged from the bathroom and caught his eye immediately. _She's so beautiful_, he marveled, forgetting why he was there and enjoying the electric current flowing through the air between them. He didn't see anger, but instead something raw...uncontrolled.

She didn't stop in front of him as he expected. She kept walking until she was pressed up against his chest, lips molded to his, tangled in a fierce embrace. Emma kissed him desperately, moving her mouth against his as if she never wanted to breathe again. The sensations were overwhelming. He responded instinctively, holding her as tightly as she demanded, allowing his love and lust for her to flow freely through his hands, his arms, his mouth.

There was a song thrumming in the background and voices that sounded vaguely familiar. _Carl and Holly. Breadstix. Right._

Emma didn't seem in any way inclined to stop.

Reluctantly, he pulled away. It was one of the harder things he had ever had to do, but he was rewarded by a sound that he never expected to hear from his Emma. A sound that would play over and over again in his mind as he remembered this moment of pure bliss. It was a soft plea, a whimper of desire, and possibly something more.

They looked at each other, disoriented. Emma snapped back to the present as they both heard the song come to an end. With one last meaningful glance toward Will, she retreated back into the bathroom.

Will ran his hands through his hair and smoothed out his shirt, taking a deep breath and exhaling loudly. He braced himself for the performance of his life, returning to his date with Holly as if Emma hadn't just rocked his world.

-X-

They all met at the table at the same time. Carl and Holly returning from the stage; Emma from the bathroom; and Will from the bar. He thought she looked slightly disheveled-for Emma anyway. He could see she had no intention of sticking around. She whispered to Carl that she wasn't feeling well and they made a hasty exit. He watched her back as they headed for the door, hoping she would look in his direction one last time. She didn't.

Holly picked up one of the Sierra Nevadas and clinked bottles with Will as she tried to reengage him in their date. Will saw what she was doing and tried to smile.

"Okay, Schuester, you might as well tell me what's going on with you and Miss Prissypants."

Will did a double take, shocked that Holly could be so perceptive. He thought about denying it, but his performance had already been dismal and his heart wasn't in it.

He took a big gulp of beer and set it down loudly on the table, watching as the foam rose higher inside the bottle. He picked at the label.

"You don't have to tell me, I guess, but this date has become a bit of a downer," she grumbled, taking a swig of beer.

"I know," he replied defensively, "and I'm sorry about that."

"I really like you Holly", Will said reflexively.

"Oh please," she interrupted. "Let's dispense with that crap. It doesn't matter how much you like ME if you are still hung up on her," she said, in a kinder tone than Will thought he deserved.

Although part of him was disappointed at how this date was turning out, Will was pleased that Holly wanted him to be straight with her. He knew he didn't have the energy to edit his story for the consumption of a possible future girlfriend.

So he let it all out, starting from the beginning and ending with the kiss.

Will had never spoken the words aloud and it was more comforting than he would have guessed-retelling the story of him and Emma.

Holly listened politely, and then asked the million dollar question.

"So why do you think she chose Carl?"

It wasn't an unreasonable question, but Will recoiled in his chair. Holly waited for his reply.

"I guess the most obvious answer is that she was still angry with me. She couldn't get past the feeling that I had betrayed her," he mumbled, reopening the sorest of his wounds.

"By kissing one person and having an innocent sleepover with another? Boy, this girl has unreasonable standards."

"I don't know about you, but I had a lot more than THAT planned for us this evening." She winked at him, suggestively.

He chuckled, blushing just a little, and returned to his musings about Emma.

"I don't know, Holly. I gave her space and then I tried to fight for her, and the second time I gave her space, she flew off to Vegas and married him."

"I've never been more surprised in my life. It was just so...so unlike her."

"Do you think she loves him?"

"She says she does," he admitted reluctantly.

"Well, I sure didn't see it," Holly offered. "I felt more of a sibling vibe tonight."

"Ew," she said, shuddering.

"Really?", Will said eagerly, excited to hear something that reinforced his dearest wish.

"And that guy is sex on a stick! I can't believe she doesn't want him..."

Will looked at Holly sourly. _Sex on a stick. Awesome._

"Wait a second. What makes you think she doesn't want him?"

"A woman knows these things," Holly said coyly.

Will had hoped for more definitive evidence, but he was still encouraged by her opinion. He took another sip of beer.

And then she dropped the bomb. "Oh, and then there's the fact that she hasn't even had sex with him."

Will choked on the beer in his throat. Holly reached over and patted his back.

"Whoa, you okay there?"

Will coughed out, "What did you say? How do…What are..." He couldn't even finish a sentence.

Holly smiled triumphantly. She knew this was about to get interesting.

"She told me." She brought her beer to her lips, smothering a devilish grin, as she took a swig.

"Will, you can close your mouth now," she said, jokingly.

He tried, but it popped open again as Holly started her story.

"She came to me for advice the other day. She went on about how she wasn't ready to sleep with her husband."

"I have to say, it took me a few minutes to absorb the virgin thing. I mean seriously? Isn't she like over 30?"

Will hoped she was asking rhetorically because he was pretty sure he had lost the ability to speak.

"Anyway, I suggested that maybe there was another factor that she wasn't considering, like residual feelings for an old flame, or something like that. She got all spooked and took off."

"And here I am, enjoying a beer with the old flame. Cheers!" Holly clinked Will's bottle again and finished off her beer.

"Will, your mouth is hanging open again. Hello? Are you still with me?"

He closed his eyes and shook his head from side to side.

When he opened them again, he stared at Holly and uttered the only word that came to mind, "Wow."

"Single syllables. Well, I guess it's a start," she quipped.

-X-

**Emma**

Emma awoke the next morning twisted uncomfortably in her sheets, awkwardly resting on the very edge of the mattress. She rolled sleepily onto her other side, attempting to free her legs from the cotton bedding, and gasped when she saw a dark head of hair crowding her pillow.

_Oh, oh, oh,...Oh dear._

Carl stirred.

She slipped out from under the covers, trying desperately not to disturb him, and tiptoed to the bathroom. She closed the door quietly and sat down on the side of the tub, arms stiff at her sides, holding herself as steady as was possible at the moment.

Her brain couldn't organize the events from the night before.

_I kissed Will. Oh my god, I kissed Will._

_I kissed Carl. I slept with Carl. What have I done?_

Emma decided to start chronologically.

Will had performed with Holly. But he sang to Emma. She had forgotten how sexy he was behind a microphone. When he sang about hurting, about needing her, she crumbled inside.

She left the room to collect her thoughts, but something other than her brain must have taken over. When he presented himself in that place...at that time...she did something unthinkable. She gave in to her vulnerability, to desires that she didn't have any right to feel.

_It was so wrong. _

Emma left the restaurant knowing that she had betrayed Carl in the same way Will had betrayed her. She was devastated.

She held herself together as best she could. Carl thought she wasn't feeling well so he didn't question why she "slept" all the way home.

They both got ready for bed and Emma climbed under the covers, defeated. Carl followed their typical routine and entered her room to say goodnight. He sat on the edge of the bed, but didn't speak.

Emma may have been looking through guilty lenses, but she saw deep sorrow in his eyes as he kissed her tenderly on her forehead. She remembered wanting to give him more. He deserved so much more.

She reached out, putting her hand behind his neck, and pulled him back down. She brought his mouth to hers and kissed him. It was a long kiss, full of apologies, remorse, and sadness. Emma allowed his tongue into her mouth and Carl began to kiss her more forcefully. He stretched himself out next to her and wrapped his arm around her tiny waist. She felt how strongly he wanted her, needed her.

She wanted to feel the same. She ran her hand over his chest. She could feel his smile as he kissed her neck and her shoulders. He pulled her onto her side and moved his hand from her waist to her back. Emma focused on the sensations. She felt warm and loved.

Carl's hand roamed from her back to her side and then to her belly. She concentrated on breathing. When his fingers grazed her breast, her body stiffened like a board. Carl stopped immediately, failing to hide his grave disappointment.

Emma was disappointed too. She didn't have to ask to know that she had left him frustrated, again. He laid back on the bed, staring at the ceiling.

With deeper meaning than he could have known, Emma said, "I'm sorry, Carl."

She took one of his arms, and pulled it around her as she turned away from him on her side. He snuggled into a spooning position with his wife and they both fell asleep.

A wave of shame rolled over her as Emma thought about how last night was the first full night Carl had slept in her bed. Driven by guilt, she had forced herself to be intimate with her husband and had failed miserably.

Emma started to cry. Nothing felt right anymore. She couldn't trust her head. She couldn't trust her heart. She had always been the good girl. And in one night, had destroyed it all.


	7. Chapter 7: Undone

**Author's note: This is my first story and I really appreciate honest feedback. So a big thank you to the people who review! It's always encouraging to know that people are reading and possibly enjoying my story. :)**

**This chapter is a little different as I'm starting to explore Emma's issues. Let me know if you think I've gone overboard!**

**Chapter 7: Undone**

Having spent the weekend contemplating consequences, among other things, Emma was prepared for a rough Monday back at school. But there was no way she could have been prepared for the type of day she ended up having.

It started with an urgent call from Figgins's office. Through the glass, she could see Will sitting in front of the desk, shoulders hunched forward, elbows resting on his knees. Emma's heart seized.

She entered the room in a panic, looking only at Will, "What's wrong? What's going on?"

Will's face looked drawn, but there was a hint of light in his eyes as he acknowledged her arrival.

Principal Figgins said, "Santana Lopez came to my office this morning to report another student for sexual assault."

Emma gasped, covering her mouth with her hand. She glanced at Will, better understanding his posture, and turned back to Figgins as he continued explaining.

"Apparently, she was on a date with Mr. Evans last night and things got out of hand."

Emma's professional instincts took over once she knew the trouble wasn't directly related to Will.

"Have you spoken to each of them?" she said.

"Yes," Figgins answered. "And they seem to have different interpretations of the event."

"Can you tell us more?" Will wondered.

"Well, they didn't provide details... thankfully...but Mr. Evans indicated that Ms. Lopez was pressuring him to have sexual relations." Figgins raised his eyebrows in a way that suggested he had no trouble believing this scenario.

"And when he said he wasn't ready, she flipped out."

As an afterthought, he said, "Those are his words, of course, not mine."

"And what was her version of the story?" Emma asked.

"She said he was the one pressuring her, even after she told him to stop."

"Did he...," Will couldn't say the word.

Emma jumped in to help with a more specific question. "What was the specific charge in her assault complaint."

Figgins picked up a piece of paper and read from it: "Unwanted groping."

There was a noticeable reduction in tension in the room. Neither Will nor Emma wanted to believe that Sam was capable of something more severe.

"Just between you, me and the lamp post, this sounds like a lovers' quarrel," Figgins opined. "However, it's a delicate matter and I think you are the best ones to handle it."

Will said firmly, "I'd like to talk to Sam."

Figgins expressed his agreement with a nod and then spoke to Emma.

"Miss Pillsbury, Santana is in English class right now. I've arranged for her to meet you in your office as soon as the period ends. Please...talk to her. If what she says is true, we are going to have to report this to the police."

"Yes, of course," she said, numbly.

"William, let me know how your conversation goes with Sam. I will contact his parents if the need arises."

Will and Emma shared a look of distress and then left Figgins's office to perform their respective, dreaded, tasks.

-X-

Emma returned to her office, a ball of nerves. She searched her bookshelf for material on sexual assault. While she had encountered similar situations in her career, she hadn't had as strong of a connection to the parties involved. She wanted to be there for Santana, for Sam, but also for Will.

Santana appeared in the doorway seconds later in a cloud of hostility.

"I can't believe they are making me talk to the guidance counselor. As if YOU know anything about this topic. Why don't we just cut to the chase? Give me my pamphlet and we'll tell everyone we had a deep, meaningful chat."

Emma had prepared for such an entrance and replied forcefully, "Santana, come in, shut the door, and have a seat. Please."

Santana eyed her skeptically, surprised that there would be no negotiating. She did as she was asked, but under her breath said, "Wow, when did you get a backbone?"

"Now," Emma continued in a softer tone while sitting down, "Principal Figgins has asked me to speak with you about this very serious matter. I understand you have made an accusation...against Sam?"

"That's right," she said, defiantly.

"Santana," Emma said cautiously, "Would you like to tell me what happened?"

"I already told Principal Figgins. What more do you want to know?" she challenged.

"Do you want the details? Do you want to know WHERE he touched me? Do you want to hear all the dirty words he used? I bet you do."

Emma was taken aback. This was going to be more difficult than she had hoped.

"Santana," she said in a measured tone. "We thought it might help for you to talk about it with a professional counselor, a female counselor."

"No thanks, I'm good", she said, oozing with sarcasm.

"Will, err Mr. Schuester, is listening to Sam's side of the story as we speak. What is he going to tell him?"

"How should I know?", she said, crossing her arms over her chest and glaring at Emma.

"He'll probably lie."

It surprised her that the more aggressive Santana became, the more empathetic Emma felt toward her.

"Really? What makes you say that?"

"Men always lie about these things."

Emma noted her use of the word "men" and wondered just how extensive Santana's sexual exploits were.

"Okay. So let's talk about next steps then," Emma said as she picked up the phone.

"What are you doing? Who are you calling?"

"Santana, I'm afraid we are going to have to get the police involved."

"What do you mean? Can't you just suspend him or something?"

Emma put the phone back in its cradle.

"I'm afraid you don't understand the severity of these accusations, Santana. Sexual assault is against the law. You have given us no choice but to alert the authorities." Emma reached for the phone again.

"No wait," Santana said abruptly.

"What if it was, maybe, just a misunderstanding?"

Innocently, Emma said, "What do you mean?"

"Well, what if, you know, he thought I was just kidding or something?"

"I mean, we WERE kinda hot and heavy, and it's not like I've ever said no before."

"Santana, if you felt threatened by him in any way, you have a right to bring charges," Emma said seriously.

She looked down at her hands, saying nothing for a few minutes.

Emma let her think.

Finally, Santana looked up and spoke what Emma hoped was the truth.

"I never felt threatened."

Emma tilted her head, and looked at Santana quizzically, but without judgment.

Santana started to cry.

Emma got up and walked around the desk to sit next to her. She grabbed her hand and rubbed it soothingly.

Santana admitted to Emma that Sam had called her a slut and she cried some more.

The conversation that followed was surreal for Emma. She had always dreaded the topic of sex. In fact, she had learned to identify the kids who were thinking about it when they walked into her office, and she had invented several evasion techniques. Rachel tripped her up once, but most kids seemed to be put off by her puritanical vibe.

For the first time, Santana, of all people, made Emma feel comfortable talking about sexuality.

Maybe it was the way she was so open about her physical needs. Maybe it was how she described her sensual experiences unapologetically. Maybe it was the way she challenged Emma's conservative platitudes. Or maybe it was just how she looked at Emma as if she was the first adult to ever truly listen to her.

Whatever the reason, Emma opened up too. She opened up her mind to the possibility that acting on one's physical desires wasn't exactly, well, bad.

When Santana seemed ready, Emma suggested that they talk with Sam together.

She agreed and Emma called Will. He picked up on the first ring and she explained the situation. He chose his words carefully since he was sitting with Sam, but she could hear the relief in his voice. He said he would send Sam down immediately.

-X-

As the day finally came to a close, Emma knocked gently on Will's door. He looked up, revealing the same stress lines she had seen in Figgins's office that morning. He seemed relieved to see her, and gave her a half smile.

"Hi Em. Long day," he said exhaustedly.

She entered. "Mind if I sit down?"

"Of course. I was hoping you'd come by."

She scrutinized his expression, wondering how he meant that.

"To talk about Sam and Santana," he elaborated, answering her unspoken question.

"So...how did you get her to retract the accusation?" he said, turning the conversation in a decisively professional direction.

"Well," she began. "Santana has a hard exterior, but as you can probably guess, she's not as tough as she wants everyone to believe."

"Mm hmm," he agreed, encouraging her to continue.

"I think she appreciated someone listening to her for a change so I let her talk, and eventually, she realized that she may have overreacted."

"That's when I called you."

"Sam cried when he found out she told the truth."

Emma had a tender vision of Will comforting Sam.

"Do you know why she lied about it?" he asked.

Emma started, "Well, I think she has pretty strong feelings for Sam. And from what she told me today, it seems she has always expressed her emotions physically."

"When Sam rejected her...advances, I think she felt like he was rejecting her as a person."

"And now I guess we know, Santana doesn't handle rejection constructively."

Will listened with genuine concern for these kids that he believed in, that he loved.

He responded softly. "Sam didn't understand at all. One moment he was just trying to explain that when he really likes a girl, he prefers to take it slow. And the next, she was screaming obscenities and accusing him of...well, you know..."

Emma nodded her head sympathetically, then added, "I think he may have believed he was conveying his message diplomatically, but what Santana heard was, _Good girls don't put out_."

Will let out a nervous laugh.

Despite the awkward subject matter, Emma found herself enjoying the intimacy of this conversation with Will. They were a team again, working together to help the kids. It had been too long.

Boldly, she continued, "We ended up having a long conversation about her…..promiscuity."

Emma remembered Santana's graphic description of sex and shuddered. She looked up at Will and saw that he was enthralled. She mustered the courage to go on.

"We talked about how her, um, sexuality is a source of power. And I suggested, perhaps a bit bluntly, that she was wielding it as a weapon."

Will raised his eyebrows, and let silence descend upon them as he studied Emma for a moment, then looked past her, lost in thought.

Emma wondered what he could be pondering. She didn't know what to say next.

Carefully, Will's eyes returned to Emma. And in a tone that was both challenging and accepting, he said, "Is that what you were doing last Friday night?"

Emma swallowed hard. He might as well have punched her in the stomach. Her words came out in a deluge.

"Oh god, Will. I'm so sorry. I don't know what happened. I'm so sorry," she pleaded guiltily.

As if he had rehearsed, Will replied calmly, "Really, Emma? You've had two days to think about it and you don't know what happened?"

Emma sat back in shock. She knew they needed to have this conversation, but she wasn't ready to have it now. She tried to remember what she had planned to tell him, but the wires in her brain became tangled as he continued talking.

"I know you better than that, Em. You've been dwelling on it all weekend. So why don't you tell me what's really going on in that head of yours."

She shouldn't have been surprised that he knew her so well.

"You're right," she finally said.

She looked down at the floor and sighed quietly. Will stared at her intently.

"Watching you cuddle up to her all night was hard for me, Will," she admitted in a hoarse whisper.

She could see the hope in his eyes and she felt her flight instinct running strongly through her veins. She gripped the sides of the chair, firmly holding herself in place.

"I know...," her voice cracked. "I know I moved on with Carl, but I haven't had to watch you...move on. I wasn't prepared to feel jealous."

With a clinical, unexpectedly detached tone, Will said, "What do you think it means, Emma?"

She steeled herself to say what she knew she needed to tell him, again.

"It means a part of me still has feelings for you, Will, and maybe always will. But it doesn't change the fact that I married someone else."

Emma saw Will's temper flaring and she braced herself for his anger. He walked toward her chair and she stood up, apprehensively. She scanned her brain for words to calm him down and then realized she had completely misread his intensity.

He reached a hand toward her face and tucked a loose strand of hair behind her ear, gazing into her eyes lovingly.

"Em, I think there's more going on here than you realize."

Her voice quivered as she said, "Oh really? What else is going on here, Will?"

Confidently, he declared, "Not only do you still have feelings for me, but…" He paused, putting his finger under her chin and tipping her head up. He waited for her bashful eyes to meet his, and then he said,

"You want me."

Emma squinted at him and took a breath to speak but nothing came out.

Will continued in a voice that Emma noted later was simply too sexy. "I see you trying to focus up here, but your eyes stray to my lips, as if you are thinking about what they would feel like on your mouth right now."

Will put a strong hand behind her neck, threaded his fingers into her hair, and started to lean in. Emma tilted her head forward and inhaled his scent, the thrill of adrenaline pulsing in her blood. She couldn't have turned him away if she tried as his lips neared hers.

But instead of kissing her, he moved his mouth just under her ear and whispered, "Or maybe you are thinking about my lips somewhere else on your body."

Emma's sharp intake of breath betrayed her arousal.

Will lightly touched her chin again with the tip of his index finger and ran it slowly down the side of her neck. With only a hint of hesitation, he continued past her collarbone, tracing his finger around the opening in her blouse, painting a necklace on her bare skin.

Emma closed her eyes and whimpered.

Will pulled his hand away abruptly, took a step back, and with only a slight smirk, said, "I rest my case."

Emma opened her eyes, terribly embarrassed. She gave Will one last pleading look before she did what he knew she would do: run.

-X-

Emma ran out of Will's office, but she couldn't escape the feeling of shame. When Will stepped close to her, even before he touched her, she became acutely aware of the heat between her legs. The tingly feeling was completely new to her and she was confused by the combination of excitement and fear.

That night, as Emma lay in bed, she thought about many things, but strangely, kept returning to her conversation with Santana. Despite Santana's obvious self-esteem issues and overactive libido, Emma had felt a touch of envy as she listened to her talk openly about her sexuality.

She began to think about her own childhood….about how her Mom always used a safety pin to close her blouses even higher than the top button. She thought about how she was teased by other kids for wearing ankle length skirts with tights in the middle of summer. Even if boys had lined up at her door, her parents wouldn't have allowed her to go on a single date.

Needless to say, sexual curiosity was not encouraged. And Emma was nothing if not obedient. She absorbed her parents discomfort about the topic like a sponge.

In college, she had several close encounters, but none that led anywhere significant. Well, if she was being honest with herself, she never allowed them to lead anywhere.

The image of Will leaning over her on his couch, kissing her suggestively, crept into her mind. Her reaction was the same as it had always been in that situation. _Too much too fast. Too much too fast._ She tried to remember how she was feeling in his apartment that time, and as usual, the only emotion she could recall was anxiety.

Santana's words echoed in her head. _Then there's that moment of pure ecstasy. That moment of release when your body is lit up like a Christmas tree and you don't have a care in the world._

Emma wanted to be free from her anxiety.

Before she made a conscious decision, her hand was slowly caressing her flat belly. She ran her finger around the waistband of her pajama bottoms absentmindedly as she recalled Santana proudly discussing bringing herself to orgasm once or twice a night. She wondered what it would be like...to be bad.

Emma didn't have a clue what she was doing, but she knew where she felt the fire. She closed her eyes and suddenly she was back in Will's office.

He was whispering in her ear and lightly touching her neck. She knew he wanted her and she wanted him just as badly. He kissed her passionately and then moved his hand from her neck down to her top button. He slowly removed her blouse and within seconds (in her mind anyway), she was lying on his desk, completely naked from the waist up, as he kissed and caressed and sucked.

Her hand was moving rhythmically as her body relaxed under his loving touch.

She didn't even undress him in her dreams that night, the night she reached the pinnacle of gratification for the very first time. Dreaming of Will.

Her last thought as she drifted off to sleep was that one or two times a night might not be enough.


	8. Chapter 8: Ultimatum

**Chapter 8: Ultimatum**

It had been three weeks since Santana had opened her eyes to the magic of self-love and Emma wondered how she had lived this much of her life without experiencing an orgasm.

She watched the clock every night, waiting for her opportunity to slip away from the cuddle monster, and into the waiting arms of Will Schuester. _Well, not exactly arms_, she thought as she pictured the body pillow around which she slept entwined. After what seemed like hours of imagining the various ways in which their naked bodies would unite, always ending in brilliant explosions of ecstasy, Emma wrapped herself around the pillow, falling blissfully asleep.

She didn't know if it was because she was getting less sleep or if her body chemistry had been altered by the new activity in her life, but Emma had been waking up in a haze. Several times the previous week, for the first time in her life, she used the snooze feature on her alarm. She had always been curious, and possibly even judgmental, about people who were unable to rouse themselves from bed in the morning. Now she knew their secret: sex.

Emma said the word aloud in her car on the way to school. _Sex. _She didn't shudder. She said it again, this time in a deeper, gravelly voice. Naughty didn't come naturally to her, but she liked how it sounded._ It's such a raw, powerful word, _the academic in her mused.

She sped into the parking lot, sliding into the spot next to Will's car, running late again. She grabbed her purse, lunch, raincoat, and tote bag and dashed out of the car, barely remembering to shut the door behind her. She heard a familiar chuckle and looked up to see Will studying her, amused.

"If I didn't know better, I'd say you must be Emma's evil twin," he joked. "You look like you could use a hand."

She smiled hesitantly, not sure what he meant by the twin comment, then blushed when she remembered how he had already provided more than "a hand" in her shower that morning.

She held out the heavy tote bag. He grabbed her raincoat as well.

"You look different, Em," Will said sweetly as they began to walk toward the school.

"Different good or different bad?" she asked cautiously.

"Definitely good," he replied. "I don't know, you just seem more relaxed, more...something."

"Maybe it's the new outfit?" Will suggested.

Emma looked down self-consciously and put her hand to the bare skin on her chest. She was wearing a white linen blouse unbuttoned and knotted loosely at her waist over a creamy yellow tank top. She had paired it with a long, tiered floral skirt and, maybe for the first time in her professional life, flats.

Emma had purchased the outfit over the weekend. She told herself it would make a great dinner ensemble for a casual summer date, but the truth is she was inexplicably drawn to the soft, flowing style. She liked how it made her feel and couldn't resist putting it on that morning.

"Are you embarrassed?" he asked. "Don't be, it looks great!"

Still feeling insecure in this unfamiliar clothing, Emma scrutinized his face to make sure he was being sincere.

He reached out for her arm and stopped. He waited until she made eye contact with him, then said,

"You look beautiful, Em."

She bit her lip and gazed back at him adoringly. Although she couldn't admit it to herself at the time, she would come to recognize that as the moment Will Schuester had completely retaken hold of her heart.

-X-

If the halls hadn't been teeming with students, Emma would have danced all the way to her office singing, _The hills are alive with the sound of music_... She giggled at the thought as she opened her door then twirled in a circle, holding her skirt in both hands, channeling her inner Von Trapp.

She hung up her coat and put her bags away. She flipped through the pile of paperwork on her desk, but decided to start the day with one of her favorite activities instead. Emma did some of her best thinking while tending to her plants. And she had a lot of thinking to do.

_Where to begin?_ she asked herself. _The kiss._

Emma's world had been in turmoil since she planted one on Will. When she wasn't feeling guilty about cheating on Carl, she was feeling terrible about dragging Will into her drama before she was ready to handle the consequences. Other than the conversation in his office on the day of the Sam and Santana incident, he hadn't forced her to talk about it, but on the days when he was cooler toward her, she knew he was thinking about it.

Carl had been acting different too. Possibly encouraged by her kiss and subsequent overnight snuggle, he had been more brazen in his attempts to develop their physical relationship.

It's no wonder she looked forward to her new bedtime routine each night. It was the only time when she could silence her inner critic and release the considerable tension in her body. Of course, she felt guilty about that too. Catholic guilt, no doubt.

She knew she had been driven by jealousy the night of their double date. But it was weeks later and she was still thinking about Will all the time. And not just sexual thoughts. Butterflies danced in her tummy every time she saw his face in school. When she sat across from him at lunch, she couldn't contain her happiness. Each time they touched, she felt shivers up her spine.

Carl had never made her feel that way. He made her feel safe and loved, and she enjoyed snuggling with him. She had anticipated the cuddling growing into something more, but whenever he attempted to push that boundary, she resisted. Emma had worried that she just wasn't that kind of person. But it was starting to look like she just wasn't that kind of person with Carl.

-X-

Later that day, Emma sat at their usual table, waiting for her lunch companions to arrive. Shannon entered first, then Will. Emma worried what was coming when she saw Shannon's goofy grin.

"All right, what have you done with the real Emma Pillsbury?"

"What? Why do people keep saying things like that to me?" Emma whined.

Perfectly synchronized, Will and Shannon burst out laughing.

Emma gave in and smiled. She secretly liked the attention.

"So what's new with you two?" Emma said, not so subtly changing the subject.

"Thinking about helping out with the baseball team," said Shannon. "I can't keep myself busy enough during the off season."

"That's a great idea!" Emma responded enthusiastically. "I'm sure they could use someone like you."

"Yeah," said Will. "I think their record last year was even worse than the football team's."

"How, exactly, do you get worse than zero wins, Will?" Shannon replied sarcastically.

"Good point." he mumbled as he chewed his first bite of sandwich.

Emma watched crumbs fall from his mouth. _His kind of messy is actually pretty cute_, she thought.

"So the Glee Club is gearing up for Regionals," he offered.

Will looked at Shannon as a thought suddenly occurred to him.

"Hey, if you're looking for something to do, I could use a chaperone for the competition."

Emma's heart dropped. Will had just asked Coach Bieste to be his "+1."

"Really? Like go with you guys, on the bus?"

"Yeah, we leave from the main parking lot at 8:00am on Saturday. It's just an hour away."

Emma remembered the scene like it was yesterday. She told him she couldn't go to Sectionals and she kissed him on the cheek. He nearly cried.

_No wonder he asked Shannon_, she thought, feeling a familiar stab of guilt, her constant companion.

"I got nothin' else going on so sure, I'll help out."

Shannon seemed pleased that Will had asked.

"Glad you found someone to go with you," Emma said to Will half-heartedly. She attempted to hide her disappointment, but she was a terrible actress.

-X-

After lunch, Emma returned to her office and found a dozen red roses on her desk. _A happily married woman would have at least cracked a smile_, she observed. Reluctantly, she opened the card and read his words: "Dreaming of you too. Looking forward to tonight." She began to feel dizzy.

Emma wondered what he could have meant by "too." As for the second sentence, she knew exactly what he was planning-another intimacy conversation. She sat down, her dizziness becoming full-fledged nausea.

Will chose that moment to pop into her office.

"Are you okay, Em? You're very pale. Well, paler than usual," he teased.

Her mood brightened in his presence. She momentarily forgot about the conversation she would dread all afternoon.

"Yeah, I'm fine. I'm fine," she said unconvincingly.

"Okay, just checking. Gotta get to class." He started to walk away, but with a touch of bitterness, over his shoulder, he said, "Nice flowers."

Emma watched him walk away and sighed.

-X-

Eventually, Emma went home. Carl had cooked a romantic meal, as expected: Coq au vin over noodles. He met her at the door wearing a red apron, welcoming her home with a kiss on the cheek. _He is trying so hard,_ she noted. Emma felt a pang of remorse as she removed her shoes and tucked her bags under the bench.

He led her into the kitchen to keep him company while he finished cooking dinner. He poured a glass of wine for her and encouraged her to sit down while he returned to the stove.

She didn't have to wait long to find out what he meant by his comment on the gift card.

"Sounds like you were having a pretty good dream last night," he said provocatively, as he stirred the noodles in water.

"What, what do you mean?" Emma replied nervously.

"Well," he said slowly, "I got up to use the bathroom and I heard you making some...interesting sounds."

Emma sucked in a breath, mortified.

"It was kinda hot," he continued. "I was tempted to come in, but I didn't want to scare you."

Carl put down the spoon and walked over to her. He cupped her cheeks in his hands and said, suggestively, "What were you dreaming about, Emzels?"

Emma's face was deep red and she couldn't meet his gaze. She shook her head and said, "I...I don't remember a dream."

She slipped out of his grasp, and turned her back to stare out the window.

He returned to the stove to check on the chicken.

He waited a minute before suggesting, "Maybe your subconscious is trying to tell you something?"

"Carl, I don't know." Emma snapped, a bit more sharply than she had intended.

He must have gotten the hint because he dropped the subject, but not for long.

Carl poured himself another glass of wine-on his way to polishing off the entire bottle while they ate. His attempt to infiltrate Emma's dream life had backfired and their conversation throughout the meal was stilted.

When they were done, Carl pushed back from the table, crossed his legs, and stared at Emma.

She didn't like the look in his eyes.

"This is about Schuester, isn't it? Is THAT who you were dreaming about?" he challenged. "Is it, Emma?"

She kept her composure.

"Carl, I told you, I don't remember a dream. And no, this isn't about Will," Emma said firmly.

"Then what IS it about?" he said, not waiting for a response as he began to speculate.

"I mean, we've been married for four months and I'm barely allowed to touch you, Emma. Is it that you aren't attracted to me? Men in general? Are you not interested in sex AT ALL?" he wondered.

"Because your dream last night would suggest otherwise," he muttered under his breath.

Emma wished she could become invisible. She didn't want to have this conversation at all, never mind with the man who felt the sting of her rejection on a daily basis.

She took a deep breath and whispered the same thing she always said, "I don't know, Carl."

"Riiiiiiiight. You don't know. Well, when are you going to know, Emma?" he said harshly.

She could feel the pain in his tone and she knew this conversation was going to be their most difficult yet.

"I'm sorry, Carl," Emma said, hoping to defuse his frustration.

Carl stared at the wall for a few minutes.

"I can't live in a marriage like this much longer, Emma. I made an appointment for us to see a therapist on Saturday morning."

Emma felt every single muscle in her body contract. _No. No. No. No. No._

"This Saturday?" she squeaked.

Carl nodded his head.

Emma had no idea that she could be so decisive, but in that moment she knew precisely what she _didn't _want. And she was willing to lie to avoid it.

"I can't go this Saturday," she said sheepishly.

"Why not?" he challenged.

She swallowed hard and prepared for a fight.

"I agreed to be a chaperone for Regionals."

"You what?" he blurted out, flabbergasted.

"You are spending the day with HIM? Please tell me you are kidding!" Carl said, incredulously.

Emma looked down, ashamed.

Carl jumped up from his chair and ran to the guest room. A minute later, he emerged with a bag over his shoulder and walked quickly to the door.

"I'll be at my old place," he snapped as he opened the door to leave.

"And if you go to Regionals, that's where I will remain...for good."

Carl slammed the door.

Emma sat at the table, stunned. It had all happened so fast. She wanted to run after him, to tell him that she loved him and that she would try harder. But she remained firmly anchored to her spot. Her body knew what her mind hadn't yet accepted. She didn't love him enough and she didn't want to try.

Emma skipped her bedtime routine that night. She didn't want to feel anything other than numb.

-X-

**If you have comments or questions, please review. It's very much appreciated. (And sorry about all the Carma, but IMO ending a marriage takes time.)**


	9. Chapter 9: Regionals

**Hi Readers. I don't know if the Traffic stats are accurate, but it seems like there are a lot of you reading this story and very few reviewing. It's kinda nice to hear from readers so if you wouldn't mind adding a comment now and then (good or bad), I'd appreciate it! **

**Chapter 9: Regionals**

Will waited in his car, surprised that the gray Volvo wasn't there, again. He found himself thinking constantly about the news that Emma hadn't slept with Carl, that she was still a virgin. _That can't be a good sign for her marriage, right?_, he wondered.

He wished he could talk to her about it, but running from his office was a pretty good sign she wasn't ready.

Just as he was about to give up and head into school, Emma tore into the spot right next to him. She looked harried, but adorable in her sunglasses.

When she stumbled out of her car, he was appalled and fascinated. This was NOT the Emma he had always known. Something was different. He thought about their kiss at Breadstix and how she looked when she returned from the bathroom. She had that same look this morning. There was something loose about her, and maybe even a glow?

It occurred to Will that their kiss may have awakened something in Emma, something she had channeled into her marriage to Carl. His stomach turned as he considered the possibility that Holly's information about Emma's virginity was no longer accurate.

He watched her closely as they walked up the steps toward the school. Her skirt flowed as she walked, and her posture seemed somewhat relaxed...for Emma. He noted the absence of clicking heels before he realized she was a few inches shorter than usual. He wanted her to know that he noticed, but she seemed uncomfortable with the attention.

When he stopped her, she looked down. His eyes locked on the exposed skin of her chest, peeking through her sheer blouse in the most enticing way. She finally returned his gaze. He wanted to tell her how sexy she was, how his heart was doing cartwheels thinking about the kiss that they had shared exactly 27 days ago. But mostly, he wanted to take her in his arms and reassure her that she was the most gorgeous woman he had ever seen.

He told her that she looked beautiful. She seemed to appreciate it, and the look in her eyes cast serious doubt on his earlier theory that she could have slept with Carl. He wasn't going to be able to do this for much longer. They needed to talk.

-X-

Will saw Emma again at lunch. He loved how they had become friends with Shannon. It was much easier to spend time with her when someone else was around.

He recalled having a pleasant conversation until he invited Shannon to chaperone Regionals. She tried to brush it off, but Will could tell Emma was annoyed. He didn't know if it was jealousy or something else, but he wondered what she had expected. Did she really think he was going to invite her to Regionals after what happened the last time he invited her to a competition? She may not have remembered, but he would never forget her little speech outside the bus.

Inviting Shannon was the safe choice and while he hadn't intended to hurt Emma's feelings, he wasn't completely sorry if he did.

The rest of their lunch was subdued.

On his way to class, Will was feeling badly so he routed himself past Emma's office. He had trained himself not to do that since she married Carl, but lately, he had started doing it again. Today he wished he hadn't when he saw the giant vase of flowers on her desk. His mind went back to the virginity question. _Could it be a celebratory bouquet?_ he wondered.

Emma's expression wasn't one he would have expected from a woman who had just received flowers. He stopped to ask her if she was okay. She said she was, but her face suggested otherwise. He couldn't help but get snarky about the flowers as he turned to leave.

-X-

Will didn't talk to Emma at all the next day. He had lingered in the parking lot until the first bell and he waited at lunch, but she never appeared. When he walked by her office, he saw her with a student, but she didn't appear to notice him.

By mid-afternoon, Will was pacing in his office. So many things running through his mind, but only one thing he wanted to talk about. He needed advice, but his favorite counselor would have been a bad choice considering that the thing he needed to talk about was her.

He knocked lightly on Coach Beiste's door and walked in to find her sitting at her desk.

"Hey Shannon. Any chance you are free this period?"

"Yeah, I am. What's up, WIll?"

"This may seem a little weird, but I'm wondering if I could talk to you about, um, a personal matter."

"Oh geez, I didn't know singers had those problems. There's some powder and ointments and such in the cabinet, she said as she pointed to the corner. Help yourself."

Will looked at her, amused.

"Um, it's not THAT kind of personal matter. It's about Emma."

"Oh, oh. Sorry. Most guys, when they come to see me..." she trailed off, mildly embarrassed.

"Anyway, have a seat."

Will sat in front of her desk and crossed his leg so his left ankle was resting on his right knee. It seemed like the right posture for a football coach's office.

"So I've told you a bit about our history," he began. "Well, things have been a little bit weird lately and I could really use some advice."

She nodded for him to go on.

"Well, Emma has been sending a few signals that maybe she still has feelings for me."

"You mean like how she nearly blew a gasket when you asked me to go to Regionals?", she said, chuckling.

"You saw that, huh? Yeah, I guess that's what I'm talking about."

"That girl's gonna need some acting classes if she wants to keep this under wraps," Shannon snickered.

"So is that it?" she questioned. "Cause I don't see why a married woman can't have a few fantasies about a guy she works with...to, ya know, spice up the home cooking."

"That's the thing. I'm not sure there's much cooking going on at home," he joked, wishing he could take the words back as soon as they escaped his lips.

Shannon opened her mouth in shock and fired back loudly, "You're pullin' my leg!"

Will directed his eyes to his foot and started playing with his shoelaces. He felt ashamed.

"Shannon," he began carefully, "I didn't mean to go there. I know you don't know Emma as well as I do, but she would be extremely hurt if she knew I was confiding in you about such personal things."

"And I'm pretty sure you wouldn't be here if you didn't trust me to keep the old trap shut. Am I right?" Shannon sat back in her chair, punctuating her statement by folding her arms dramatically across her chest.

Will smiled, relieved. "Yeah, you're right."

"So is there more to this story?" she asked.

"Oh, there's more," he replied.

"A few weeks ago, Holly and I got roped into a double date with Emma and Carl," Will said, rolling his eyes.

Shannon interrupted. "Holly? Oh that substitute. Whatever happened to her?"

"Hold on. I'll get to it," he said, eager to get the incident off his chest.

"So we went to Breadstix for karaoke night."

"Now, I MAY have gone a little overboard singing _Need You Now_ to Emma."

Shannon raised one eyebrow in disapproval. "In front of her husband?"

"No, he had gone to the bathroom," Will replied incidentally, as if singing to a married woman in a room full of people was a trivial matter.

"Oh brother," she huffed.

"Anyway, I think I upset her because she bolted to the ladies room as soon as the song was over."

"I wanted to apologize so I followed her and waited outside the bathroom."

"When she came out, she walked straight into my arms and kissed me. And not a peck on the cheek kind of kiss. It was, um...HOT." He coughed nervously.

"Holy catfish in a bucket of moonshine!" Shannon exclaimed.

Will giggled at her obscure or possibly home grown idiom.

"So have you guys talked about it?"

"Not really. I mean I tried, but she kind of ran away. So I've been waiting and it's killing me."

"Oh man, this is serious stuff, Will. I wouldn't want to be walking in your boots right now."

"What do you think I should do?" he asked.

Shannon didn't need to think it over before replying.

"Absolutely nothin', my friend."

Deflated, Will said, "Nothing?"

"That's right. Nothin'."

"But..."

"Will, she's married," Shannon interrupted. "You really want to start some kind of sneakin' around thing?"

"No," he said, a tad defensively. "But I'd like to know what she's thinking."

"I don't blame you, Pal, but I'd steer clear. If she's unhappy with that dentist, she needs to deal with him first."

"And you don't want to be the guy sitting on the sidelines hoping the starting quarterback breaks his thumb so you get a chance to play. That's just pathetic."

Will was crushed. He was hoping for a more encouraging opinion.

"You're right," he admitted quietly.

"So what about the loopy blonde? She's probably a good distraction for now!" Shannon offered, trying to lighten the mood.

"What?" he said, perplexed.

"Oh, Holly? She's great, but not really my type. And even if she was, she's teaching at a school 3 hours away."

"Huh. Well, maybe you can just focus your energy on that Glee Club of yours. They are a handful!"

Will sighed and got up to leave.

"I appreciate you letting me get these things off my chest, Shannon. You're a good friend."

"And now you know where to go if you ever come down with an emergency case of jock itch." She laughed.

He cracked a small smile then started in the direction of the choir room for one last practice before Regionals.

"See ya bright and early tomorrow morning!" Shannon yelled into the hallway.

-X-

_Shannon was right_, he thought as the bus pulled into the auditorium parking lot the next morning. _They are a handful! _After several false starts due to costume dramas, frayed nerves, and a misplaced Puckerman, New Directions had finally arrived at their destination: Regionals.

Will thought about the killer set list they had planned for the anthem theme. They would start with "Dog Days Are Over" and end with the more uplifting Chemical Romance song, "Sing." He had tweaked the choreography to highlight Brittany and Mike's dancing and rearranged the vocals to give Rachel a slightly more prominent role on Dog Days, but both songs showcased the talents of the whole group more than any competition thus far. He credited Emma with helping him see that the kids performed better as a unit when each had a chance to shine.

They filed off the bus and entered the auditorium. Will asked Shannon to take the kids backstage while he checked in with the judges about the schedule. He learned that they were second to perform and wondered how he was going to tell Rachel.

Will walked backstage and found New Directions in Room 3. When he walked in, they were all scattered about and you could hear a pin drop. Either Shannon had a lot more control over the group than he imagined anyone could or they were scared out of their minds. Finn noticed him first.

"Hey, Mr. Schue. What's the deal?"

Will acknowledged Finn's question with a glance and said, "Okay, Everyone, gather around."

With as much enthusiasm as he could muster, he clapped his hands together and said, "Good news, we are scheduled to perform second!"

As expected, Rachel freaked out.

"Oh my god, this is terrible! You have to do something, Mr. Schuester. We can't get stuck in the middle! You know the judges always forget about the second performance!"

"Rachel, calm down."

He turned to the rest of the group, hoping for a more positive response.

"This is just another opportunity to show that we are the most memorable team!"

A loud grumble spread through the room.

"Oh come on, Guys," Will pleaded. "It's not the ideal position, but it isn't the end of the world. We have a great set list planned and we can win this thing!"

Finn jumped in and said, "Mr. Schue is right. Let's run through the choreography one last time."

The group followed Finn to the open space in the room while Will set up the iPod speakers.

- X -

An hour later, Will paced nervously on the side of the stage as he watched the kids take their places. Shannon smiled as he ran his hand through his hair again. She had started counting when she noticed his nervous tic, but she had lost track already.

"Dog Days Are Over" started. They both stopped and turned their attention to the stage.

Will was thrilled that the first verse sounded even better than in practice. Tina's depth and Mercedes soulfulness combined perfectly. Rachel and Santana blended better than he had hoped as they added vocals to the middle of the verse. The rest of the group joined in for the chorus while Brit and Mike kicked up the intensity with some amazing moves. Will watched the judges closely and they seemed captivated.

Rachel owned the second verse, hitting the high notes with such strength and clarity. Will thought about how much Rachel had grown in a year. She wasn't just singing anymore. She was performing.

His mind traveled to the selection of this song. He hadn't been thrilled when the kids pushed for it. The day they first performed it was not a day he wanted to remember. The day Emma had destroyed his dream of a life with her.

But the song was meaningful to the kids, particularly Rachel who fought hard and presented some good ideas for improving the arrangement. He understood why a song about a woman who sabotages her own happiness would resonate with her. And he noticed that Rachel always performed best when she was emotionally invested so Will gave in. He was glad he did.

They got a huge round of applause from the audience. Will's heart swelled as he watched the kids soak up the adulation. Confidence soaring, they launched into "Sing" and brought the audience to their feet. Will was overwhelmed by the way they had come together as a team. He high-fived Shannon who was singing along next to him. She leaned over to his ear and said, "Ya done good, Schuester!" He beamed.

Will thought they had a great chance of winning, although he wondered what Sue had up her sleeve. She always had something. He scanned the audience for her evil face, but instead of finding Sue, he found their good luck charm.

_Oh my god, Emma is here! _He didn't realize he said it out loud until Shannon did a double take.

A swarm of butterflies invaded his stomach. He reached out for Shannon's shoulder, steadying himself as he focused on breathing. She put her hand over his.

He stared in Emma's direction and saw the obvious pride on her face, but also sadness. Her mouth was turned up in a smile, but her eyes were red and glossy.

The kids ran off the stage and swarmed him so he had to turn away. He immersed himself in their excitement and joined in the group hug. He couldn't tell them enough how much they had exceeded his expectations. He felt like his heart was going to burst through his chest.

When he looked back to the audience to share that emotion with Emma, her chair was empty. Shannon saw it at the same time he did and nodded for him to go. He knew she would cover for him with the kids when he said he'd be right back.

Will sprinted through the hallway toward the front entrance, hoping to catch her if she had left. _Maybe she just went to the bathroom, _he thought._ If that's the case, I'm going to look pretty stupid. _He slowed to a fast walk and continued to rush to the door.

He saw her outside, walking toward the parking lot, and burst through the doors shouting her name. She stopped, but didn't turn around.

Will could tell from her posture that she was upset, but up close, her eyes told the real story. He wanted nothing more than to scoop her up in his arms and protect her from pain for the rest of her life.

"Hey," she said, pulling herself up straighter and attempting a smile.

"The kids were great."

Will appreciated her attempt at normal conversation, but had no intention of making small talk.

"Emma, let's not do this. You are obviously a mess. What's going on?"

"Why do you say that? The first song just made me a little emotional. That's all," she replied, shakily.

Eyebrows raised in doubt, Will confronted her directly, "Why did you come, Emma?"

She looked even more surprised than he was to hear those words come out of his mouth.

They stood apart, scanning each other's eyes for clues about what the other was thinking. Will saw Emma's facade start to crumble as her eyes filled with water.

"I don't know, Will," she began. "I think I just needed to feel like part of something good." She looked down and brushed a pebble off the walkway with the side of her shoe.

"What do you mean, good?" he asked.

Emma continued, thoughtfully. "Last year, when I went to Sectionals in your place, I felt as if I belonged to something bigger than myself. They needed me, but I think I needed them more. They are a special group, Will. And when I was with them, I felt like we could accomplish anything."

She paused, squinting at him as the sun emerged brightly from behind the clouds.

"I guess I was hoping to recapture some of that spirit."

"Or maybe i just hoped that I was still a good luck charm for you guys since I can't seem to bring any of it to my own life these days."

She looked down, sniffling a little as she felt the tears start to come back.

Will's arms ached to comfort her, but there was another emotion welling up inside him that wanted a stronger voice.

"I know this isn't the right time to talk about this, Emma, but I'm not sure I can wait to say it."

Her head snapped up, eyes full of concern.

"Please don't take this the wrong way, but...I can't do this anymore."

His voice cracked as fear gripped his heart, but he went on.

"What I'm feeling for you right now is far from friendship. And to pretend that I can be here for you while you are going through whatever it is you are going through without wanting more is ludi...I just can't do it."

Emma brought both hands up to her face, covering her mouth and nose, and attempted to hold in a sob. She wiped the tears away from her cheeks and took a deep breath.

She closed her eyes and nodded her head, acknowledging the truth in his words and trying to find the strength to remain standing.

"I'm sorry, Will. It was selfish for me to come," she whispered.

"No, no, please don't think that, Emma."

He wanted to hold her again, but Shannon's words echoed in his head. He needed to give her space.

She turned and began to walk slowly toward the parking lot.

He called after her. "Em, are you sure you are okay to drive?"

She looked back over her shoulder and nodded.

Will saw the tears streaming down her face and forced himself to walk in the other direction. He thought it might kill him, but he couldn't go after her this time.

-X-

**Author's note: Sorry for the angst. It's a necessary part of the journey. Please review, even if you have nothing positive to say. :)**


	10. Chapter 10: Letting Go

**This is a long one. Reviews much appreciated.**

**Chapter 10: Letting Go**

Emma didn't go to Regionals to send Carl a message that they were through. In fact, she was pretty sure given his penchant for drama that his ultimatum was hollow. She didn't go to send a message to Will either, or at least that's what she told herself. She went for a simple reason: Glee club performances made her feel joy. And she needed some joy.

As she parked at the auditiorium, she had second thoughts about whether this was a good idea. Will hadn't invited her and she was worried about how he would interpret her presence. She decided to sit unobtrusively in the back until New Directions performed and then duck out.

Emma followed a crowd of people through the door and into the building. She recognized a few parents, but she was able to slip into the auditorium unnoticed. Seats were beginning to fill up, but she found one on the right side of the stage towards the back. She glanced at the program, noting that New Directions was performing second. She imagined how Rachel had taken the news and smiled, fondly recalling her one-day stint as Glee Club Director.

When the competition started, The Warblers took the stage. Emma was happy to see Kurt thriving in his new school. She wanted to rush the stage and give him a big hug after his beautiful duet with the lead singer.

When they performed Raise Your Glass, she felt a surge of optimism. Pink's lyrics were empowering and the Warblers put on a great show. She found herself tapping her foot, bouncing her head to the beat, and singing along. Emma congratulated herself on her decision to attend and couldn't wait to hear what New Directions had planned.

As the crowd rose to its feet to cheer the The Warblers, Emma saw the McKinley kids standing in the wings. And off to the side, pacing like a caged animal, was their leader. She felt a tingle run through her core. She clapped for Kurt, but couldn't move her eyes from Will. He exuded an intensity, a passion for his work, that she had always found irresistible. She could feel his love for the kids and his desire to see them succeed in every gesture. She grinned as she noticed him run his hands through his hair again, and her nervousness grew.

Finally the music started, and when Tina and Mercedes sang the opening verse, Emma was transported to an unexpected place.

_Happiness hit her like a train on a track. _

_Coming towards her, stuck still no turning back._

_She hid around corners and she hid under beds._

_She killed it with kisses and from it she fled._

The lyrics penetrated her skin and settled in her bones. She wrapped her arms around her torso, suddenly quivering. She reached into her purse for tissues as she felt her sinuses fill up and tears begin to flow. The woman on her right shifted uncomfortably away from her.

Emma cried silently through the rest of the set, staring blankly at the stage as she began to consider the ways in which she may have obstructed her own path to happiness. She knew that New Directions performed another song, and she had a vague sense that it was nice, although she didn't hear a word of it. She was still reeling from the first one. When people stood up to applaud, she followed. Her eyes were drawn back to a radiant Will, basking in the thrill of the kids' success. Then came a stab of jealousy as he shared this important moment with someone else.

As if he felt her yearning, his eyes suddenly locked on hers. She turned toward the stage, continuing to clap for the kids, pretending she didn't see him at first. She glanced back and saw him still peering in her direction, mouth agape. She offered a smile, but it never reached her eyes. Her lungs needed air.

Emma left the building, noting for the first time her flight response under stress. She took a deep breath and tried to steady herself, focusing on one step at a time. Her chest still felt tight and she wondered if she was having an anxiety attack. Then she heard her name from the only voice that mattered.

She tried to pull herself together, but he saw through her immediately. Emma would have collapsed in his arms but for the unmistakable barrier he had placed carefully between them. She understood his distance and she wanted more than anything to disappear, particularly when he asked the most important question of all: why had she come.

She knew there was only one answer he was looking for. And when he didn't hear it, he walked away.

With some difficulty seeing through the flood of tears, Emma finally unlocked the door of her car and slipped into the front seat. She put the key in the ignition and turned it one notch. Music from her CD player flowed through the speakers. She flipped to Track 6 and reclined her seat, knowing that the waterworks would continue for a while. She had no idea how many times she listened to "All by Myself." She just cried until she couldn't cry anymore.

And then she drove. Emma had no destination in mind. She just needed to be in motion. She started to think about why that song had become her personal anthem.

It didn't require extraordinary insight to recognize that she feared ending up alone, but didn't everyone? Her mind traveled back to the rank locker room where she made an agreement with a man she didn't love. _Okay, that was rather extreme_, she acknowledged.

Fast forward to Carl. _Did I marry him because I was afraid of ending up alone?_ She didn't think so, but she couldn't rule it out either. She thought about their Vegas weekend and his marriage proposal in a gondola on the lake. It was every girl's dream-a romantic setting with a wonderful man who loved her. And after one too many glasses of celebratory champagne, Emma felt like Cinderella taking her first step toward happily ever after.

_Ugh, why Cinderella?_ she groaned. _Do I need to be rescued by a handsome prince?_

She once advised Will that he didn't know who he was outside of a relationship. It occurred to her that she had the opposite problem. Once paired with a man, she became an enigma. She wondered whether it was a lack of experience or something deeper.

It's not that she hadn't dated. She seemed to get enough attention from men, despite cultivating a straight laced, bookish persona. But she drew hard lines when it came to the physical aspects of her relationships and most men lost patience with the "good girls don't" routine. That was fine with her. She had never liked anyone enough to be hurt when they left. She was mostly relieved.

And then there was Will. For a while, she safely classified him as a "work crush." He was handsome, talented, earnest, and sweetly committed to the Glee Club. She enjoyed flirting with him and he seemed to reciprocate. It was harmless fun, until their friendship started to grow into something more.

She found herself thinking about him after school, wondering what he was doing with his wife. Whenever she liked a new song on the radio or heard something amusing, she couldn't wait to tell him. She even fantasized about him leaving his pregnant wife for her. That's when she knew it had gone too far.

Ken was the easy way out. He adored her and promised to be satisfied with a marriage of companionship. It was truly an elegant solution: she could avoid the messiness of romantic feelings and physical attraction and neither of them would end up alone.

In retrospect, Emma saw that she had pushed Ken away by continuing her flirtation with Will. She wasn't strong enough to end it with him, but she treated their relationship with such disrespect that he was forced to make the call for both of them. She was grateful he did.

She remembered sitting in the VFW hall like it was 5 minutes ago. The musty scent of old, cheap carpeting mixed with dishwater and used Sterno. A melting hockey player, dripping rhythmically while kitchen staff attempted to mute the sounds of clean-up in the presence of a jilted bride. Resignation that she would always be alone. Shame.

Will appeared like an angel. In her fragile state, she confessed all. But she wasn't prepared for his response. When he told her he left his wife, she froze.

Emma hadn't seen it coming and she didn't know what to do when it arrived. She had spent so much time pining for Will that she never really considered what it would be like to have him. When it became clear that he wanted her in return, she got scared. She invented a hundred reasons why it wasn't right, some more legitimate than others, but ultimately she retreated behind her wall of _No_.

And then he gave her a reason to stay there.

Emma jumped as her phone buzzed in the center console. Her heart sank as she thought about whether she was ready to communicate with Carl. She tuned in to her surroundings for the first time since leaving Regionals and didn't recognize a thing. She saw a convenience store in the distance and figured she should ask for directions back to Lima.

When she put the car in park, she couldn't resist the blinking red light on her phone. She picked it up and a warmth spread through her chest. It wasn't Carl. It was a text message from Will:

hey good luck charm, we won! …...hope you are okay.

She held the phone to her cheek and choked up again. Emma was tired of crying, but his gesture meant so much after the way they parted. He was thinking about her. She wanted to reply, but the only words that came to mind reeked of cordial distance.

She stopped thinking and started to type. Before pressing Send, Emma stared at the display:

I love you.

Her fingers had expressed the feeling she had been unwilling to voice.

_I love him, _she marveled, mesmerized by the words on the screen.

She caressed the screen with her index finger, then deleted the message and tipped her head back into the headrest.

"I love him,"she admitted aloud.

And while she felt some measure of relief and maybe even hope, it was quickly eclipsed by remorse and apprehension as she began to prepare for her conversation with Carl.

This time, she would be strong enough.

-X-

For weeks after she ended her marriage to Carl, Emma felt like she was floating around the perimeter of her life, watching the movements of her form, but absorbing nothing of the psychological or even physical elements of her existence. When her alarm went off, she clicked into gear, falling into the same routine she had always followed even after Carl had tried to disrupt it with his random morning schedule and spontaneous charm. She returned to the comfort of her uniform: pencil skirt, blouse, cardigan, brooch, nude panty hose, and heels. No thought required.

When she allowed herself to think, she often imagined her story in promotional sound bites delivered by a cheesy local news anchor: "Local dentist makes the World's Most Eligible Bachelor list after getting dumped by frigid guidance counselor." She wallowed in guilt.

At her biggest pity parties, she berated herself for wasting an entire year of Carl's life. In her more charitable moods, she acknowledged that he had known what he was signing up for.

Carl knew what she had come to say when she showed up at his door after Regionals and he didn't make it more difficult for her. They talked a lot, but mostly rehashed how and why things had gone awry.

He ended up apologizing for pushing her into marriage. He told her he thought it was just another step in his campaign to help her overcome her control issues, but later admitted that he may have had a subconscious desire to remove Will from the equation. She didn't fault him for it, really. She had given him plenty of reasons to doubt whether she was fully committed to the relationship.

Carl was a good man and Emma wished she could have loved him the way he deserved to be loved.

-X-

On a cloudy Friday, nearly 4 weeks after Regionals, Emma sat alone in the teachers' lounge, eating her usual lunch. Coach Beiste appeared at her table.

"Mind if I sit down?" she asked.

"Of course not! It's nice to see you, Shannon," Emma replied sincerely. "It's been a while since we've had lunch together."

"Yeah, I've been kinda, um, busy," she replied, awkwardly.

Emma knew that Shannon and Will had been having lunch together frequently-at odd times-no doubt avoiding her. She sighed.

"So how have you been?" Emma said.

"I'm great!" Shannon replied, as she began to unpack her large lunch bag. "But the real question is, how have _you_ been?"

She looked at Shannon quizzically, unsure how to respond.

She replied, "I'm okay," nervously peeking at the diamond facade on her left ring finger.

"Can I be honest with you?" Shannon asked, leaning over the table conspiratorially.

Emma opened her eyes wide and nodded nervously.

In a loud whisper, she observed, "You don't seem okay."

She let the statement hang in the air between them, raising her eyebrows in anticipation, waiting for Emma to break the silence.

Flustered, Emma didn't want to know why Shannon thought she didn't seem okay.

"I'm fine," she said, smiling politely. "I mean, except for the fact that it's overcast today. You know, I find sunny days so much more pleasant, don't you?"

Shannon rolled her eyes, not even attempting to mask her contempt for small talk.

She leaned toward Emma again.

"Listen, Emma. Let's cut the bullshit. I know you are going through a rough time. And I'm not going to force you to talk about it. Everyone deals with stuff in their own way. But I _am _going to offer up a suggestion."

Emma nodded hesitantly, surprised at Shannon's candor, but curious.

"I think you could use a night out. I want you to join me at _The Burr_ tonight."

"You are inviting me to a country western bar?" Emma asked disbelievingly.

"Yep."

"Um...thank you, that's very sweet. But I'm not really a 'drown my sorrows in beer' kind of gal."

"Ha! I'm not talking about drinking. I'm talking about line dancing!"

Emma giggled. "Line dancing?"

"Yeah, best form of therapy out there. You gotta try it!"

Caught up in Shannon's enthusiasm and flattered that she cared enough to invite her out, Emma said, "Okay, sure. Why not? I'll try line dancing."

"Awesome!" Shannon exclaimed.

"How bout I'll pick you up at 6:30 so we can get there in time for the lesson? I don't want to leave you in the dust when the dance floor heats up!"

"Okay," Emma said, unsure about what she was getting herself into. "Um, what should I wear?"

Shannon eyed Emma's yellow blouse with the floppy bow and said, "Not that."

She looked down, slightly offended, but Shannon's hearty laugh broke the tension.

"You got a pair of jeans?"

"Yes, I think I can manage that." Emma huffed.

"Okay then. This is going to be fun!" Shannon winked at Emma.

-X-

Emma rushed home after school, excited to have plans for the first time in weeks. She didn't even linger at her front entrance lamenting the empty coat rack and shoe tray. She went straight to her closet to start planning her outfit.

_Okay, so jeans,_ she thought. _I can do jeans._

She undressed quickly, putting her blouse, nylons, and underwear in the hamper and her skirt in the dry cleaning bag. She placed her work heels in their proper spot on the shoe tree. Naked, she walked to her dresser for fresh underwear. Emma scanned the organized groupings of bras and panties and settled on a lacy raspberry matching set. She was in a feminine mood.

Over the raspberry ensemble, she wore her one pair of designer jeans and a simple white button down shirt. She didn't have any plaid shirts or cowboy boots, but she did tie a small green scarf around her neck. She completed the outfit with a pair of strappy raspberry sandals that were comfortable enough for dancing and super cute. Emma loved matching her shoes to her underwear.

She stood in front of the mirror while she tucked in her shirt and added a thick brown embroidered leather belt. She took a step back and admired the look. Emma felt surprisingly happy.

She emerged from her walk-in closet to find her bed bathed in golden orange sunshine. She couldn't resist laying down across the middle of the bed. She stretched her arms above her head and enjoyed the feel of the soft, cool comforter. For the first time in weeks, she had no compulsion to cry. _Progress._

The doorbell buzzed and startled Emma. She looked at the time and realized it must be Shannon. She ran to the door and opened it.

"Got your dancing shoes on?" Shannon said mischievously.

"Hi!" Emma said. "Please come in and make yourself comfortable. I just need to freshen up before we go."

"Sure."

Emma heard Shannon mutter to herself, "Freshen up? What has she been doing for the last hour?"

She laughed as she walked into the bathroom.

Emma fluffed her hair and added a touch of hairspray. She checked her make-up and added some lip gloss. Her diamond ring glistened in the mirror as she ran her hand through her hair one last time. She stopped cold and stared at her left hand. Slowly, she removed the ring from her finger and placed it on the vanity.

"Ready?" she called to Shannon.

"I'm not the one primping, Missy."

-X-

Shannon introduced Emma to the line dancing instructor and made her way to the bar at _The Burr_. She ordered a beer and chatted with some of the regulars while watching her friend learn the basics. Emma was more coordinated and musical than she expected, but not exactly a fast learner.

At the end of the lesson, Emma walked to the bar, dejected.

"I'm going to be the worst one out there," she whined.

"Nah! You're doing great."

Pouting, Emma replied, "Thanks, but you know I'm horrible."

"How about a little liquid courage?" Coach Beiste joked as she held out her beer.

Emma looked at the offering, horrified by the idea of drinking out of someone else's glass, but not wanting to be a bad sport..

She took a sip.

"Ooooh, so so bitter!" she grimaced.

Shannon laughed and turned to the bartender. "Hey Rick, what's your girlie beer special tonight?"

"Blue Point on tap," he grumbled.

"Can you pour me one of those? And throw in some extra fruit if ya got it."

Shannon waited for the beer, then handed it to Emma who sat down on the stool next to hers.

"Here ya go, Cinderella. Try this."

Emma looked at it as if it was radioactive. She wrapped the glass carefully in a napkin and brought it to her lips.

Shannon eyed Emma suspicously.

"Hmmmm...different," Emma observed, "...and not bad."

The warm, tingly feeling in her belly made it taste even better.

She took another sip that turned into more of a gulp, and then another.

"We forgot to toast!" Emma suddenly remembered.

"Right, toast," Shannon replied.

"A toast," Emma started, "to line dancing therapy and fruity liquid courage!"

They clinked glasses and Shannon watched Emma take another long gulp then set her beer down loudly on the bar.

Emma giggled as she watched the blueberries settle at the bottom of the glass.

"Look, blueberries!"

Shannon grinned. She had forgotten how fun drinking with a lightweight could be.

"Shannon, thank you for inviting me out," Emma said earnestly.

"Oh, this is just the beginning, Honey. Finish up that beer so we can hit the dance floor!"

Emma took one last sip and jumped off her bar stool with an enthusiastic, "I'm ready!"

-X-

They danced for several songs. Shannon gave up trying to coach Emma once she realized that a buzzed Emma was even slower on the uptake _and_ less coordinated. But if the number of times she cracked herself up was any indication, she was having a blast. In fact, Shannon had to drag her off the dance floor to get another beer.

They settled into a booth far away from the speakers so they could hear each other talk. A waitress came over to take their order.

"Black and Tan for me and a Blue Point for her," Shannon requested.

"Extra blueberries, please," Emma added coyly.

Emma turned to Shannon as the waitress walked away and said, "Can I ask you something?"

"Sure."

"How's Will?"

Shannon hesitated.

"He's all right," she replied cautiously.

"Would you tell me if he wasn't?" Emma wondered.

"Probably not." Shannon smirked.

They sat in silence for a while, drinking and watching people on the dance floor.

Emma lifted her glass for a last sip, then placed it back on the table.

She ran her finger down the side of the empty glass.

"I miss him," she said quietly.

Shannon nodded her head sympathetically and wondered if she should turn her off after this glass. _Two beers in and she is heading into sad drunk territory? Crap._

As if she had read her friend's mind, Emma perked up and said, "Let's call him!"

_Or horny drunk_, Shannon thought.

"Not so sure that's a good idea, Emma."

"Why not?"

"Because by my calculations you are going to be officially drunk in about 4 minutes. Therefore any call you make from this point forward will be a drunk dial. And nothing good ever comes from a drunk dial. Trust me."

Emma pulled out her phone and said, "How about a text instead? Does that count?"

She began to type as Shannon said, "Yes, it counts and it's still a bad idea."

Emma read the words aloud as she typed...

I think im going to need more danc lesssons...or maybe just more blooberry beer.

"See, what's wrong with that?" she replied as she hit send.

Shannon shook her head in disapproval.

Emma continued typing...

Shannon is an awesome line dancer! Come dance with us!

Emma swallowed another gulp and jokingly sneered at Coach Beiste, very satisfied with herself.

Shannon rolled her eyes and wondered how the night was going to shake out.

"I have to pee. Be right back." Emma said as she bounced happily out of the booth.

"Oh, and if the waitress comes back, I'll have another one of those, with ex..."

"Extra blueberries, I know," Shannon interrupted, already thinking of ways to dissuade her friend from taking another sip of alcohol.

She watched as Emma teetered between tables on her way to the bathroom. She checked her watch and said, "Yep, 4 minutes on the money."

-X-

While she was in the bathroom stall, she heard another woman enter the bathroom, humming one of her favorite Taylor Swift songs. Emma started to sing along, "So this is me swallowing my pride standing in front of you saying I'm sorry for that night." The humming stopped abruptly and Emma heard a hearty laugh. She giggled in return when she realized what she had done. She flushed the toilet and opened the door to find herself face to face with the voice that she should have recognized: April Rhodes.

"April!" Emma exclaimed. "What are _you_ doing here?"

"I could ask you the same question!" April snapped back, ..."if I knew who you were."

Emma stiffened up and tried to look more composed than she felt.

"Emma Pillsbury? Guidance Counselor from McKinley High? Ring any bells?"

"McKinley! Home of the oh-so-fine Mr. Schuester!" April whooped.

Emma's face dropped while April began to preen in the mirror.

"How is my friend, Will anyway? I haven't seen him in ages."

Emma blinked a few times and tried to adjust to this surreal scene. She was standing in a bathroom, possibly drunk, talking to the woman who had slept with the man she loved, no loves.

Oblivious to Emma's discomfort, April kept talking.

"What I wouldn't do to get between the sheets with that hot bod. Whoa!"

A fierce wave of jealousy swept over Emma.

"Funny, rumor has it you already did", she blurted out.

"Ha! I wish!" April bellowed, untroubled by Emma's hostile tone.

"Ya know, I really thought I had a chance the night he let me crash at his place," she mused. "But he was too busy pining over some redhead." April sighed.

Emma's mouth flew open and her head started to spin.

"What's wrong, Punkin'? You look a little spooked or something."

Emma just stared.

"Heeeeyyyy, you have red hair." April commented, slowly putting two and two together. "Are you the redhead?"

"Ahhhhh...that explains it," she said to herself, turning back to the mirror. "I am definitely _not_ his type."

"So you two never...?" Emma said, rediscovering her ability to speak.

"Never even got to first base, despite my best attempts! Waste of a bikini wax, actually," April complained.

Emma was so happy she almost cried. She beamed at April stupidly, feeling an overwhelming desire to hug the woman she had vilified for over a year.

"April, I think I owe you a drink," Emma said, putting her arm around her shoulder.

"Music to my ears!" April chuckled. "Bartender, here we come!"

They walked out of the bathroom arm in arm, giddily heading toward the bar.

Emma pointed at Shannon who had moved from their booth to the bar and said, "That's my friend, Shannon. She's the new football coach at McKinley and she's AWESOME!"

"And speak of the devil, would ya look at who she's talking to? Will Schuester!" April yelled, sprinting into his arms like a miniature linebacker.

"April! Hi!" he said, reacting to her rush by hugging her back.

But he couldn't take his eyes off Emma, standing loosely behind April, looking absolutely adorable in jeans, and grinning at him goofily.

He released April, and with a matching goofy grin said, "Hi Em."


	11. Chapter 11: Drunk Emma

**Chapter 11: Drunk Emma**

_Drunk Emma_, Will thought, astonished. _Never thought I'd see this….._

_God, she looks amazing!_

"Hi," she said, suddenly bashful.

"So…..Blueberry beer, huh?" he chuckled.

Emma's eyes lit up as she smiled widely at him.

He wished she had been the one to jump into his arms.

"Bartender, two blueberry beers!" April yelled.

"So Will, what are we going to do to liven up this place?" April said, interrupting his silent conversation with Emma to reclaim his attention.

"I don't know, April," he said, not taking his eyes from Emma's. "It looks pretty alive to me already."

Emma swooned.

"Emma is a pretty good line dancer for a first timer," Shannon piped up.

"Oh yeah? Are you going to show me your stuff?" he teased.

"Only if you join me," she flirted.

"I wouldn't have it any other way," he replied with a wink.

April rolled her eyes as she took her beer off the bar and chugged.

"Do you think they will do that one with the twirl again? That was my favorite!" Emma chirped to Shannon.

"I might be able to pull a few strings," she replied, putting her beer down and walking away.

Will pulled the other beer off the bar, eyeing the blueberries in the bottom of the glass.

"Wow, real blueberries. Mind if I try it, Em?"

Her eyes widened ever so slightly, but he thought he saw excitement displace anxiety. She bit her lip and shook her head, subtly inviting him to share her glass.

Will gazed adoringly at Emma, acknowledging the significance of this small gesture. He took a sip of her beer.

"Yep, tastes like blueberries," he said, smiling suggestively. "Here you go."

Emma took the glass from him, staring at the side of the rim that had just touched his lips. Methodically, she turned the glass in her hands and put her lips to the same spot, keeping her eyes fixed on Will's as she took a drink.

Will's stomach tightened with yearning. He stared at her moistened lips and felt a familiar craving.

April intruded on their moment with a short rant on the merits of boxed wine over fruity beer. Then Shannon reappeared with a satisfied grin and pointed to the dance floor. "Looks like they are getting ready to twirl out there."

Emma squealed and jumped, realizing too late that she was holding a beer. A small amount sloshed out of the glass and landed on her right sandal. She looked down in alarm.

Will and Shannon sprung into action. She took the beer out of Emma's hand while he grabbed a napkin off the bar and stooped down in front of her. Will patted her foot dry with the napkin and asked if she was okay.

He was surprised to hear her giggle. "That tickles!"

He closed his eyes and silently thanked Shannon for Drunk Emma.

He laughed as he stood up, delighted by her silliness.

"Oops," she said. "Thanks, Punkin."

Shannon cracked up as Will looked at her with a _Did she just call me Punkin?_ face.

"Let's go," Emma said, reaching out for Will's hand and leading him to the dance floor.

-X-

The song had already started so they did their best to blend into the synchronized crowd. Will mastered the movements after only one run-through. Emma was all over the place and laughing uncontrollably.

"I'm terrible at this!" she yelled in his ear as she bumped into him for the third time.

Will yelled back, "You'll be fine with a little practice." He took her by the hand and pulled her toward the back of the dance floor where there was more space. "Come on, I'll help you."

He stood next to her and took her left hand in his and reached his right hand across her back, resting it on her right hip. She turned her head toward him and smiled warmly.

Will coached her through each segment, repeating the twirl several times until she got it. That was about all she got though, and they ended the song laughing in each other's arms as Will saved her from falling down.

He considered that he might have been a more effective instructor if he hadn't been distracted by the scent of her perfume and his intense desire to move his hand from her hip up inside her shirt.

Will loosened his arms when the music stopped and started to step away, but Emma had a different plan. She hugged him tightly. "Thank you," she whispered in his ear. He shuddered as she clung to him, and he pulled her even closer into his body, feeling her melt into him in a way he never expected.

They parted reluctantly, just in time for April to steal Will away. "Come on, Will. This band needs us!" April said, grabbing his hand and dragging him up on stage.

Emma looked on warily as April wormed her way into the spotlight, as always. She returned to the bar, grumpily settling on the stool next to Shannon.

Will watched Emma walk away, his mind whirling with passion, confusion, and concern. Mostly passion though.

-X-

The band started playing and Will recognized the song immediately. April pointed at him.

Will closed his eyes to feel the music. The performer in him took over as he sang,

_Baby, let's cruise…_

and waited for April to come in with,

…_away from here._

_Don't be confused…_ he sang to her.

…_the way is clear, _April responded in her magical voice.

_And if you want it you got it forever_

_This is not a one night stand, babe, yeah_

_So let the music take your mind, whoa_

_Just release and you will find_

_You're gonna fly away, glad you're going my way_

_I love it when we're cruisin' together_

_The music is playing for love_

_Cruisin' is made for love_

_I love it when we're cruisin' together_

After the chorus, the audience cheered. Will scanned the crowd to find Emma and saw her sitting at the bar with Shannon. She wasn't smiling.

"Crusin? Seriously? Will is too good for cheesy karaoke songs." Emma snapped before taking a long swig of beer.

Shannon agreed. "Didn't Huey Lewis sing this with Gwyneth Paltrow in an awful movie?"

"Yes, _Duets_. Ugh."

"And what is cruisin' supposed to mean anyway?" Emma huffed.

"I don't know. Maybe it's like a nooner?" Shannon cracked.

Emma scowled at her.

Will started the second verse, ignoring April and singing to Emma.

_Babe, tonight belongs to us._

_Everything's right, do what you must_

_And inch by inch we get closer and closer_

_To every little part of each other_

"I can't believe her," Emma scoffed. "I mean, she's practically groping him up there."

"I only saw her touch his shoulder," Shannon observed.

"Yeah, but you know where she really wants to touch him." Emma said, fuming.

"Emma, in case you haven't noticed, he is singing to you." Shannon offered.

But it was too late, Emma had already gone over the edge. "I want to go home now," she said, storming toward the door, presumably expecting Shannon to follow.

Shannon watched Will drop his microphone and run after her.

She turned around on her stool and muttered to the bartender, "I told her nothing good ever comes from a drunk text."

-X-

"Emma! Stop!" Will called. "What's wrong?"

"What's wrong? What's wrong?" she snarled. "How could you let her climb all over you like that? It was disgusting!" she exclaimed.

"Emma, we were just performing," he said calmly. "And she was hardly climbing all over me."

"Oh come on, Will, as if you don't know she's trying to seduce you."

Will couldn't help but smile at the way her southern accent became more pronounced when she was angry.

"Seduce me? Emma, it was just a song," he said lightly.

"What's really going on here?" he asked more seriously.

Emma turned her back to him, folding her arms across her chest in frustration.

"Em? Talk to me."

'Why did you let me believe you slept with that woman?" she demanded.

Dumbfounded, Will replied, "What?" as he reached out for her arm and spun her around to face him.

She glared at him.

"You came to my office with flowers and apologized for not being the man I thought you were. You never told me you hadn't slept with April," Emma said, heatedly.

"Do you realize how it made me feel to think you had given yourself to another woman in that way?"

Will's mouth dropped open and he struggled to form a sentence.

"Th_…That's_ why you chose Carl?" he asked, astonished.

"You thought I slept with April and you couldn't forgive me?"

Emma opened her mouth to speak, but Will didn't pause as the words began to roll off his tongue.

"You moved on out of spite?"

"I told you I loved you and you didn't even think it was worth another conversation?" he challenged.

He turned and started to walk away. He knew he was being harsh, but a year's worth of misery bubbled to the surface and demanded escape.

"I…..I…" she stammered as Will spun back around and interrupted her.

"It never occurred to you that it may have been a misunderstanding, Emma?" His tone had become hostile and he could see the hurt in her eyes. But his pain was just as deep.

Her shoulders slumped forward and she absorbed the force of his words without further comment.

Will turned his back to her and looked up, seeking solace in the night sky.

"Emma, I'm so angry, I can't talk about this right now," he said, abruptly.

He walked briskly to the door and motioned for Shannon to join them.

"Shannon, I think you should take Emma home now."

Emma didn't argue. She couldn't even look him in the eye.

-X-

The next day, Will went on the longest run of his life. His mind reeled as he dwelled on the communication issues that had plagued his relationship with Emma. When they were friends, they talked easily and openly about most things. But as they got closer….

He remembered how she had confronted him in the teacher's lounge, calling him a slut in front of his colleagues. In his guilt-ridden state, it didn't occur to him to question why she confronted him publicly. Afterward, when he apologized, she dismissed him from her office before they could have a meaningful conversation. He didn't know at the time that she thought he had sex with April, but he reasoned it would have come to light had they talked longer. Really talked.

Then, after the Rocky Horror disaster, she let him do the apologizing. She didn't speak a word about _her_ feelings. And it had become very clear that she _had_ feelings.

Will slowed to a walk as his emotional exhaustion became physical. His anger from the night before had largely dissipated, but his frustration from watching Emma run from difficult emotions had reached a peak.

-X-

When he got home from his run, he checked his phone and found a text message from her: "I'm sorry."

He wrote back, "I'm sorry too."

It wasn't much, but it was a start.

**Author's note: I know Emma was a little volatile in this chapter, but drunk people often are. I almost gave Beiste a line about Emma defying drunk archetyping, but thought I'd leave it to the reader to figure out. My thought was that she would have reacted positively to April's news initially, but that the glow would wear off while watching April and Will sing. And as the jealousy took hold (insecurities resurfacing), she realized that all of it could have been avoided if Will had just clarified what really happened. **

**Sorry for the depressing ending, but this is a setup chapter. Hope you at least enjoyed the fun drunk parts. I'm looking forward to Emma loosening up even more. ;)**


	12. Chapter 12: Lunch

**I'd like to thank everyone who reviews. It's so nice to hear from readers.**

**-x-**

**Chapter 12: Lunch**

Will woke up on Monday to the kind of day that made him yearn to hold all of his classes under the giant elm near McKinley's south entrance. The sunlight danced through his bedroom blinds, making a soft crosshatch pattern on the hardwood floor. Spring had finally arrived in Lima, and with it a sunrise that came earlier than his alarm.

Instead of his usual rollover snooze, Will threw back the covers and sat up, rubbing the sleep out of his eyes and sniffing the air for the morning aroma he craved. He heard a beep signaling the end of the brewing cycle and rose to meet his french roast.

While adding half-and-half to his mug of hot coffee, Will assessed his mood at about a 4 on a 5-point scale. In addition to the sunlight and warm spring air, he was excited to propose his ideas for a Nationals set list to the Glee Club. There was only one thing that could have made it a 5 and he pushed her out of his mind.

-X-

Emma's car was already parked when he arrived at school. He wondered how she was feeling today as he walked cheerfully to his office. He placed his bag down next to his desk and noticed a folded note on which his name was beautifully hand written. His heart jumped when he pictured the red headed author and he opened the note.

_**Would you like to join me for lunch outdoors? Bench, west side.**_

Will smiled as he carefully refolded the note and tucked it into his front pocket, bumping up his earlier assessment to a 4.5.

-X-

He ran his hand across his pocket many times throughout the morning, the subtle crinkle bringing hope for...nothing in particular. Just hope. He couldn't wait until lunch time.

He saw Emma's yellow blouse through the glass and threw his body against the door, causing it to fly open a little faster than he intended. Her head snapped up and she waved. He did his best to stroll in her direction, pretending to feel the pavement under his feet.

"Hi Em," he said, striking a casual tone.

Emma replied with a sunny "Hi!"

"So this is different," Will observed with a cute upturn of his lips and a glint in his eye.

"Yeah. Well, the weather was so nice and I wanted to talk...you know, somewhere a little more private than the teacher's lounge."

He looked at her quizzically, and reached down to his pocket for a little dose of hope.

"Will, there's something I need to tell you before you hear it from someone else."

"Okay," he replied apprehensively, holding his breath.

"Carl and I broke up."

Will let out his breath and took another gulp of air. Shoulders relaxed in relief, he said, "I know."

"You know?" she exclaimed, panicked. "How do you know?"

"Figgins let it slip weeks ago-the day you were out for personal reasons."

Emma absorbed this news slowly.

"So you've known..."

"I assumed you would tell me when you were ready," he offered gently.

"Oh Will...," she sighed sympathetically. "And I've been wearing my ring."

"Yep," he responded flatly. "Until Friday night anyway."

They regarded each other uncomfortably, each replaying their own version of the highlight or rather lowlight reel from Friday night.

Quietly, she spoke. "I was ashamed. I didn't want to admit that my marriage had failed."

He waited for her to say more, but she just stared at the ground.

"Do you want to talk about why it failed, Em?" he finally asked.

"Um, yes...I do. But not..." Emma struggled for words as her unpredictable emotions bubbled to the surface.

Will stared at her hand on the bench and longed to take it in his. He couldn't stand to see her in pain.

She composed herself.

"I did a lot of thinking over the weekend," she started. "And I realized that we used to have such an easy time talking. But after you and Terri split up, it stopped being easy." She paused and looked into his eyes.

"I don't want it to be like that, Will," Emma said softly.

"So I was wondering if maybe we could, you know, try.…...and talk."

He wasn't exactly sure what she meant, but he liked the idea of more talking.

He said, "I'd like that."

"Did you have a particular topic in mind?" he wondered.

"Well, I was hoping that we could start with something a little lighter than why my marriage failed," she commented, sheepishly.

He smiled at her, encouragingly. A random question popped into his head.

"Okay, I have a question," he said. "I was shocked to hear you were going line dancing with Shannon. What made you go?"

Emma appeared surprised by the question, but not troubled.

"Well, she approached me in the teacher's lounge and told me she thought I could use a fun night out."

"I guess you weren't the only one Figgins slipped to," she murmured as it dawned on her that Shannon knew too.

Pensively, she said, "Honestly, Will, I think I would have gone dumpster diving with her. I had been feeling so isolated, and it was nice to know someone cared."

He wanted to say, "I care," but thought better of it and said, "Um, what's dumpster diving?"

Emma cracked a smile. "Dumpster diving is something I used to hear people talking about in college. I went to a small school in upstate New York where there wasn't really much to do at night. So after the bars closed, all the drunk people would head to McDonald's and pull trash bags out of the dumpster, looking for unsold sandwiches that were discarded at the end of the night."

"That's disgusting!" he declared.

"Yeah, shows you how desperate I was for a friend, huh?" She laughed lightly.

"Shannon has been a great friend to me too," Will said sincerely.

"I know, I can tell. I was happy you had someone to talk to, even if it made me a little sad."

"Why sad?" he asked, dancing a little close to the "heavy" line.

"I've missed our friendship, Will. Lunch used to be my favorite part of the day."

"Me too, Em."

"It seems we have some catching up to do," he said, smiling impishly.

"For example, we never even talked about the Collins incident!"

"Oh my god!" Emma exclaimed. "Can you believe she did that? So close to retirement too!"

"The student deserved it, but still."

They laughed, just like old times, and spent the remainder of the lunch period chatting about everything and nothing.

-X-

The next day, Will was thrilled to find another note on his desk.

_**How about lunch in the choir room today? **_

He let his Spanish class go 5 minutes early so he could get to the choir room by noon. Shannon walked in behind him.

"What's with lunch in the choir room anyway?"

He looked at her, puzzled.

She ignored his confused expression and said, "There isn't even a table in here. Where am I supposed to eat my pot roast?"

Emma heard her question as she walked in the door and replied, "On your lap, of course."

Shannon raised one eyebrow and watched as Emma sat down in one of the chairs and proceeded to unpack her tupperware containers one by one, placing them on the chair next to her.

"See? It's easy," Emma said cheerfully.

"Maybe for someone who eats rabbit food," Shannon quipped.

Will shrugged his shoulders at Shannon and pulled up a chair in front of Emma.

Shannon decided the piano bench suited her best. She straddled it, taking her lunch out of the brown bag and placing it on the bench. "So this was your crazy idea, Emma?" she said.

"Yes," she giggled.

"What gives?" Shannon asked.

"Well, I know Will has been working on his set list for Nationals and I thought he might want our advice."

He chuckled. "And what makes you think that, Miss Pillsbury?"

"Well, I'm assuming you came up with a proposal over the weekend. You probably shared it with the Glee club yesterday, but they shot it down and now you are having to rethink it. This is about the time you usually ask for other input, and I know how much you like to draw on that whiteboard, so here we are!"

Before the words were out of her mouth, Will was on his feet, dragging the whiteboard in their direction. The goofy grin plastered across his face was inevitable.

He started scribbling animatedly. "Okay, so the set list has to be 3 songs. Since we will be in NYC, I am thinking we have to do one classic broadway routine. That leaves us with a slot for a ballad and maybe a classic rock number or a pop anthem."

He stopped writing and looked directly at Emma. "What do you think?"

"Well, I like the idea of broadway, and Rachel does know how to belt out a ballad."

"Do you think it would be weird to give Rachel and Finn a duet?"

Shannon chimed in, "Oooh, how about Endless Love?"

Will regarded her suspiciously and Emma started to giggle.

"What?" Shannon asked.

Still giggling, Emma said, "I don't think we want Rachel singing _that_ song again!"

Will crossed his arms and sneered at Emma.

"Okay, enough with the inside jokes, you two!" Shannon complained.

"Sorry," Emma said. "Will has a bit of a history with that song."

She smirked at him as she continued. "He made the mistake of singing it in front of the Glee club with Rachel and she developed a huge crush on him."

"Hah!" Shannon said.

"Do you still have that lovely star tie, Will?" Emma asked facetiously.

He rolled his eyes and smirked back at her. "But wait, you haven't told the whole story," he said.

Will continued, "See, Emma suggested that I let Rachel down gently by singing to her."

"I still maintain it was a good idea." Emma said in her defense.

"So I prepared a mash-up of _Young Girl_ and _Don't Stand So Close to Me_."

Shannon started to sing, "Young girl, you're out of your mind. Your love for me is way out of line..."

"Great choice!"

"Yeah, it would have been if I had had some _help_ in convincing Rachel," he said, looking accusingly at Emma.

"Apparently my performance was so good it rendered some people speechless," he teased.

Now it was her turn to roll her eyes.

"Can we get back to the set list, please?" Emma begged.

Will went on to share his rationale for doing a song by a New York based artist. He lobbied hard for Billy Joel, but they settled on Bruce Springsteen and picked "Born to Run." Will thought the kids would love it and he was already imagining the choreography.

And an idea that had been in the back of his mind for weeks suddenly came to the front. He wanted Emma by his side at Nationals.

-X-

Emma walked into Will's classroom, rubbing shoulders with the last student filing out. "Pardon me." she said.

Will looked up from his desk, grinning.

"Hey Em."

"Hi," she said, raising her lunch in the air as if to show she remembered their purpose for meeting.

"Do you want to sit at the desk?" he asked. "It's a little messy."

"Sure, that's fine."

"I was going to clean it off, but then I wondered if maybe you wanted to reprise the role of Janet and do it yourself," he joked.

"Very funny, Will."

He leered at her, wondering how far he could push this topic as a "friend."

"What?" she cried.

"Can I ask you about that performance?"

"What about it?" she said, casting a warning glance in his direction.

Sweetly, he said, "I've always been curious about your transformation during that number from innocent guidance counselor to...um, sex kitten."

"I guess I just wondered what you were thinking," he finished, shooting for a balance of cute and sexy.

In a very logical, calculated tone, Emma said, "Well...I can't say I was really _thinking _at the time. But looking back on it, I guess I was acting out a fantasy."

Will swallowed hard and started to cough. He took a gulp of water.

"You okay there? You aren't going to choke on me, are you?" Emma teased.

"No, I'm good. I'm good," he said, pounding his chest with his fist. He was surprised she answered his question at all and here she was talking about fantasies.

"So fantasy, huh?"

Emma giggled. "Yeah. It's not every day a woman gets to shed her good girl image and play the vixen."

"Is that all you were doing? Playing?" He sounded a little wounded.

"Will, I think we both know it was more than that," she admitted casually while his heart fluttered.

"But part of me wishes I was more comfortable with that...stuff." She looked away, embarrassed.

Will's eyes bulged. He wanted her to continue talking, but he was pretty sure they had already crossed a line and he didn't want to make her even more uncomfortable.

"Um, I'm not sure if you are looking for encouragement from me right now, but for what it's worth, you were super hot in that number, Em."

After a brief burst of laughter, she said, "Thanks."

-X-

The next morning, Emma appeared at Will's office door.

"What are you doing here so early?"

He looked up with unmistakable love in his eyes. "I was hoping to catch the mysterious messenger who leaves a note on my desk every morning."

"You caught her," she said, smiling widely.

"So where's lunch today?" Will asked, hoping she couldn't hear how fast his heart was beating.

Emma sighed. "We're stuck inside again. How about the auditorium?"

"Sounds good." he said. "Can I still have my note?"

She eyed him curiously. "Why? You already know what it says."

"I like to put it in my pocket," he said, not realizing how stupid it sounded until it was already out of his mouth.

Emma smiled reassuringly and handed him the note.

-X-

She arrived in the auditorium at lunch time to find Will lounging in one of the seats with his head tipped back, looking up at the ceiling.

"Will?" she said, hoping not to startle him.

"Oh, Hi Em," he greeted her warmly, straightening himself in the chair.

"Wow, you were really zoning out," she observed

"Ha. Yeah, I was."

Emma sat down next to him.

"What's on your mind?" she asked, quickly adding, "If you don't mind me asking."

"Tax season," he replied.

Eyebrows creased, Emma said, "Huh?"

"I was thinking about what my life would have been like at H.W. Mencken if you hadn't convinced me to stay here."

"Ahhhhh. Spreadsheets. _Lots_ of spreadsheets," she said chuckling.

"What's a spreadsheet?" he asked, only half kidding.

Emma laughed. "I think you made the right choice, Will."

"Did I ever tell you that before we talked I came here to perform one last song?"

"Really? What did you sing?"

_Leaving on a Jet Plane_

"Isn't H.W. Mencken right across town?" Emma cracked.

"You're hilarious," he replied, lightly punching her in the arm.

Emma reacted with an exaggerated "Ow!"

"Hey! No rough housing in the auditorium!" came a gruff voice as the door flew open.

Shannon walked down the aisle and stopped in front of them.

"Got your note. This mystery lunch location thing is getting a little weird."

"I don't know, I kinda like it," Will said, grinning at Emma.

Her eyes lit up, then she turned to Shannon. "I was just about to convince Will to give us an encore performance of _Leaving on a Jet Plane_."

"Love that song!" Shannon exclaimed.

"Are you going somewhere, Will?"

Emma cracked up as Will huffed and said, "No!"

"Seems I've touched a nerve," she said in a loud whisper to Emma.

"So let's see it, Schuester," Shannon demanded.

Will rose, handing his half-eaten sandwich to Emma. He loved performing for her.

He walked to the closet on the side of the stage and pulled out a guitar. He stood on the stage tuning it while Shannon and Emma chatted.

When he started to sing, Emma swooned, mesmerized by his voice.

But Shannon didn't let her swoon for long. She nudged her elbow, and motioned for her to raise her arm in the air and sway it back and forth like she was holding a lighter. They giggled when they got a reaction out of him in the middle of the second verse and then sang along for the rest of the song.

Thankfully, the person with the best voice was also the only one with a microphone.

-X-

Will had fallen in love with Emma all over again, but if he had to pick a favorite day, it was Friday.

The weather had finally cooperated and Emma suggested eating lunch outside, this time under the giant elm. She packed a blanket and a picnic basket, filling it with his favorite lunch foods, including her special PB&Js and homemade chocolate chip cookies.

When he approached their lunch spot, she was sitting cross-legged on a red plaid blanket. She was wearing navy pants and a sexy white blouse with ruffles around the v-shaped neckline. It occurred to Will that he had never seen her in pants. It thrilled him to know she must have planned it so she could sit on the ground with him.

But her clothes were only part of what made him want to jump her bones. Her posture was relaxed; her eyes looked brighter; and she was most definitely flirting with him. They sat together on the blanket, closer than would have been possible in any other setting, and enjoyed each other's company.

They didn't talk about anything serious. They just talked. And it felt...easy.

-X-

When Emma returned to her office she found a note:

_**Em,**_

_**I have loved our lunches this week**_.

_**Will you meet me at 1pm tomorrow **_

_**at Ross Park? **_

_**I'll pack the picnic basket.**_

_**-W**_


	13. Chapter 13: A Long Picnic

**Hi Readers. I'm thinking I have 2 more weeks to wrap up this story before the real one begins to unfold again. (Or maybe I will change my mind on that since I'm a super slow writer!) Anyway, hope you enjoy this latest installment. I have to admit, I was lazy about incorporating other characters into this chapter. I have a promising idea about Emma's social attitudes and sexual confidence evolving through her interactions with a new group of friends (book club), but I didn't take the opportunity to start it in this chapter. Oh well! As always, thanks for taking the time to review!**

**-X-**

**Chapter 13: A Long Picnic**

Emma unlocked the front door to her building and inhaled the invigorating scent of Pine Sol. She sighed on the way to her mailbox, noting the same old streaks and missed corners in the freshly, but not skillfully, mopped lobby. While removing a few envelopes, she noticed a small package on the table addressed to her. It was about the size of a shoebox, but she couldn't recall ordering shoes recently.

_Oh my goodness!_ she realized as she snatched it off the table, furtively scanning for neighbors. Satisfied that no one was watching, she peeked at the return address: "Acme Products, Inc." _Subtle_, she thought sarcastically. _Is it worse for my neighbors to believe I'm a sexual deviant or to think I have plans to foil the Road Runner? _ She chuckled nervously, partly trying to ease her discomfort with the scary item she was holding in her hands.

She dashed up half a flight of stairs to her door, dropping her keys three times in a hurried attempt to get inside. She left her bags on the floor of the entryway and walked directly to her desk. Emma opened the top drawer and didn't even pause to appreciate the elegantly sorted trays. She grabbed her sharpest scissors and began to stab at the package.

When the flaps finally popped open, Emma stopped and stared. She remembered how she had placed the order from her home computer just two short days ago. Wednesday to be precise. The day Will told her he thought her performance of _Toucha Toucha Touch Me_ was hot.

She had found a reasonably tasteful web store, specializing in women's pleasure goods. Uneasy with the prospect of browsing, she ordered a "Staff favorite" from the home page-one that resembled the male anatomy reasonably well except for the odd purple hue. After the transaction went through, she uninstalled her browser and cancelled the credit card she used. _Never can be too safe_, she reflected.

Emma took a deep breath as she reached for the gleaming purple silicone replica of a man's penis.

_My very own hose monster, _she declared just before she stuffed it back into the mangled box, ran to her bedroom, and slammed the door shut.

She decided to wash her face before approaching the purple monster again.

_It's not alive, for pete's sake_, she chastised herself in the mirror.

Emma dawdled in the bathroom for a few more minutes then wandered back to her living room, bypassing the desk without a glance, heading straight to the kitchen. She decided this was an occasion for a glass of wine.

Sauvignon Blanc in hand, she returned to the desk, lifted the box, and placed it carefully on the coffee table. She sat down on the couch and glared at the brown cardboard while she sipped her "liquid courage," as Shannon had called it.

Emma was both intrigued and horrified as she fidgeted in her seat. _I'm being ridiculous_, she admitted. She put her glass down on a coaster and reached for the box. She pulled out the plastic package, closed her eyes, and placed it on her lap. Without looking down, she took another sip of wine, and steeled herself for what was starting to feel like a scientific experiment.

Emma peered down at her lap and giggled. The plastic penis was bigger than she had imagined-maybe eight inches-and oddly curved. It was a translucent purple and almost jelly-like. At the base was a plastic knob of some sort, no doubt controlling the highly touted "variable vibration" feature.

Curiosity piqued, she decided to free it from its plastic prison, which turned out to be more difficult than it should have been. She cursed the packaging, at the same time appreciating its sanitary value.

When Emma finally gripped the vibrator in her hand, she laughed again. She squeezed it gently, noting that the gel felt weird. Up close, she could see that they went so far as to simulate veins, adding ridges and bumps all over the shaft. She cracked herself up picturing a male model being asked to keep it up a bit longer so they could form the mold.

Her overall impression was that it was ugly and much too large, particularly the width. If real ones were this large, she had every right to be scared.

Emma looked at the clock and realized she was going to be late for book club. She tucked her new toy away in her underwear drawer and finished getting ready. She resolved to visit it again when she returned.

-X-

Later that night, as she got ready for bed, Emma eyed her underwear drawer with some trepidation. She wasn't sure she was ready to spend more time with the purple...instrument, but she convinced herself she needed to learn more about the alien appendage. She pulled it out of the drawer, noticing the chemical scent for the first time. She decided to cleanse it in the bathroom sink.

Emma turned on the hot water and pumped soap into her hand, holding the vibrator in the other hand. She ran it under a stream of hot water and wrapped her hand around the length. Emma didn't even realize she was stroking it until she noticed the foamy suds seeping through her fingers. She blushed, but didn't stop. She concentrated on the rugged texture of the shaft versus the smooth softness of the tip and wondered if her technique was correct. More importantly, she wondered how Will liked it. She blushed again.

Emma rinsed and dried the toy and carefully placed it back in her top drawer. They had become better acquainted than she had planned and she felt an odd combination of disgust and pride.

With no toys required, Emma slipped between her sheets and began to imagine that it was Will she had been stroking. And for the first time since Carl had left, she allowed herself release.

-X-

Unfortunately, Emma's relaxation exercise failed to hold over until morning. She awoke a bundle of nerves, thinking about her lunch with Will. In all the time they had known each other, they hadn't gotten together during the weekend. She rolled over and began to consider what she should wear.

It was going to be another beautiful spring day. She tried on many outfits, ranging from a sundress (too summery) to yoga pants (too casual) to khakis with a twin set (too stuffy). She settled on a pair of jeans and a cap-sleeved chartreuse shirt. She knew how much Will loved her in green and it was her favorite new top. It was soft, decorated around the scooped neckline and down the front with loose fabric flowers, and relatively low cut by her standards. When she tried it on, it made her feel sexy. The only problem was that she still had 6 hours to fill.

-X-

Emma arrived at Ross Park 15 minutes early and saw that Will was already there. He was setting up a blanket in a sunny, somewhat private spot, not far from a grove of pines. A warm feeling engulfed her tummy, obliterating whatever nerves were lingering. He looked absolutely adorable in jeans and a red tee shirt and she couldn't wait to see him.

She slung her tote bag over her shoulder, locked the car, and walked casually in his direction. He saw her coming and gave her a huge welcome smile. She pushed her sunglasses up onto her head, hoping they were holding her hair back in the cute way she had practiced in the mirror.

It looked like it was working because Will stared at her tongue tied. She broke the ice.

"Hi!"

"Hi," he managed to respond.

"So what's in the sack?" she asked, eyes trained on an object behind him. "Looks like a dead body."

Will followed her gaze and turned around, forgetting for a moment the giant bag of sports equipment he had hauled from his car.

Slowly, he regained his wits.

"Yeah, it's Sue. I finally iced her," he joked.

"Couldn't you have disposed of the body before you got here?" Emma said.

"I figured you would want to participate," Will replied cleverly.

"Good point," she deadpanned.

"So are you going to tell me what's really in there?" Emma asked, stepping closer to him.

He yanked the bag into an upright position, untied it, and pulled out the first item.

"A soccer ball?" she observed. "Cute."

"I used to be a pretty good player, you know."

"Uh huh," she replied, unimpressed. "What else do you have in there?"

She joined him to peek into the bag as he sifted through a frisbee, wiffle ball and bat, football, water gun, bocce set, and some other things she didn't even recognize.

"Will, I didn't know you were so sporty," she commented.

He smiled as he pulled out a wooden paddle.

"Oh my gosh, you have Kadema! Emma exclaimed. "I love that game! I used to play with my brother for hours. Our record was 146 rallies!"

He grinned at her, amused.

"I can't believe I remember that," she said, self-consciously replaying her outburst in her mind.

"I can," he teased.

"So what do you think? Should we try to beat it?" he asked mischievously.

"Yeah!" she said, throwing her bag on the blanket and grabbing the paddle from his hands.

-X-

After what seemed like an hour of trying, their best rally was 93 and Will had to convince Emma to stop. Her competitive streak was adorable (and she was surprisingly coordinated), but he was hungry.

They sat down on the blanket together and Will opened his cooler. Emma was dying to know what was inside.

The first item he pulled out was a bottle of wine. _This is going to be interesting, _she thought.

He smiled bashfully and told her about his visit to _Pairings_, a local gourmet store and wine shop. They helped him select food for a picnic and suggested a nice bottle of white wine that he didn't dare pronounce. He handed it to her.

Emma took the bottle from him and said, in impeccable German, "Gewurztraminer."

"Huh, I've never had this one," she remarked as she studied the label.

"You've had one at all?" he asked incredulously.

"Yeah. I guess that's something we haven't really talked much about, but Carl is a bit of a wine snob."

Will looked crestfallen, but recovered with a mildly interested, "Mm hmm."

"I have to admit, I'm hooked," Emma admitted. "Do you want me to uncork it?"

Will reached out for the bottle and said, "No, that's my job."

He opened the wine, poured two glasses, and handed one to Emma.

They clinked glasses and smiled sweetly at each other.

Emma sipped her wine. Will took a long gulp, draining half the glass in one swallow.

She gave him a half-amused, half-disapproving look.

"Mmmmmmm...," he began, raising his head and adopting a haughty tone. "Musky with a strong overtone of passion fruit and perhaps a hint of coriander."

Emma rewarded him with a flirty laugh and said, "I think someone is a little jealous."

He shrugged. "Old habits die hard."

"Apparently this tastes better with strong cheese, but I didn't want to eat it without you so they recommended olives instead," he told her while setting out a plate of crackers and a container of olives with toothpicks.

Emma continued to sip her wine as she watched him eat. He had a lightness about him that she hadn't observed in a while. Like in his proudest moments with the Glee club, he exuded a sense of boundless optimism and almost boyish enthusiasm. He made her feel 18 again-the romanticized version, not the awkward, self-conscious misfit that she actually was.

She loved so many things about Will, especially the way he was looking at her right now. She wondered if he could see the love in her eyes too.

Emma started to feel weepy. It crept up on her suddenly, as it often did these days, and she put on her sunglasses to hide her watery eyes. "Sure is bright out today," she commented.

Will agreed and put his sunglasses on too.

She knew he was giving her privacy, and while she appreciated it at the moment, she resolved to let him in.

-X-

Will began to unpack the rest of the lunch, proudly describing its contents as he assembled two plates.

"Prosciutto and green apple sandwiches on rustic sourdough bread with a white bean spread-instead of brie," he added. "We also have Terra chips and Emma Pillsbury's favorite palate cleanser, green grapes."

"Sounds wonderful," she gushed.

They ate some of the food and drank all of the wine, chatting about everything from grocery shopping habits to dream vacations. Without even trying, they avoided all topics involving school or relationships. They became sillier and sillier until Will jumped up and said, "Let's play soccer!"

-X-

Will narrated the action (of lack thereof) like a play-by-play announcer while kicking the ball back and forth with Emma. She giggled like a schoolgirl, surprised at how much she enjoyed the physical action of kicking a ball-something she hadn't done since she was 13.

In an obvious attempt to impress her, he kicked the ball straight up in the air and began to bounce it repeatedly between his knee and the top of his foot. He didn't even notice his audience approaching until she stole the ball mid-air and began dribbling it toward an imaginary goal.

Will pursued her, laughing hysterically, but instead of kicking the ball away, he grabbed her around the waist and tackled her, carefully cushioning her fall with his own body.

Only mildly surprised to be lying on top of him in the grass, Emma said breathlessly, "This isn't football, Will."

"In Spain, it is," he quipped, not missing a beat.

"Ha ha," she grumbled as she rolled off of him and onto her side, making a meek attempt to get away.

He rolled with her and they locked eyes.

Emma's senses were overwhelmed by his body pressed up against hers and his face only inches away. She didn't even think about the fact that she was lying on the dirty ground. She just craved Will's lips.

He must have been thinking something similar, or perhaps an R-vated version of what she was imagining, because she felt his arousal against her thigh. Emma unintentionally acknowledged it with her eyes and he sat up immediately. Will inched away from her, putting his knees up in front of him, and attempted to act nonchalant about the unmistakable tightness in his pants.

Emma sat up too. She didn't know what to say so she focused on pulling tiny blades of grass from her hair. She figured he would have been shocked to know she had an equally excited reaction below her waist. Some day, she would tell him.

-X-

They returned to the blanket, walking slowly and quietly, their wine-infused giddiness suddenly replaced by sleepiness. They shared a bottle of water and Will laid back with his eyes closed. "The sun feels so good," he said dreamily. Emma watched as he folded his arms behind his head and drifted off to sleep within seconds.

She felt tired too, but she was happy for the time to think...and stare.

Emma scanned Will's body from head to toe, lingering on her favorite features from his soft curly hair to his sexy lips to his firm torso to the mysterious area below his waist.

She pictured herself straddling his hips and running her hands through his hair. His beautiful eyes would follow her as she hovered above him, lowering her mouth toward his. She would tip her head slightly to the right and touch his lips gently at first, until she felt him respond. Then she would open her mouth wider and..._Oh dear, I need to stop this, _she told herself.

But she couldn't resist reaching out and lightly stroking the back of his hand. With the tip of her index finger, she drew a circle and then moved slowly toward his wrist, tracing a figure eight on his forearm. He stirred, flipping his hand over, palm open. His eyes were still closed and she couldn't tell if he was awake, but she decided she didn't care. She placed her hand in his, threading their fingers together with the gentlest touch. He responded, eyes still closed, by squeezing her hand.

There was no question that her body was magnetically drawn to his, but she was confused about how and whether to express those feelings. The last time she gave in to them, she kissed him in a crowded restaurant with her husband standing on the other side of the wall. Emma cringed as she remembered that awful night and wondered if it she would ever forgive herself.

She pulled her hand away, then laid down next to Will on her back, trying to dispel the negative thoughts that had interrupted her fantasy. She concentrated on enjoying the warm sunlight on her face.

-X-

Emma didn't know how long she slept, but when she woke up, she was holding Will's hand again. She watched as he shifted on his side, bringing her hand a little closer to his body. He opened his eyes and looked into hers. She turned on her side as well, absorbing the intensity of his gaze the same way her skin had absorbed the rays of the sun. Again, tears welled up in her eyes, love and other confusing emotions longing for release.

"Do you want to go for a walk?" she whispered.

"Sure," he replied, nearly purring with contentment.

After a quick stop at the rest rooms, they strolled on a paved trail around the perimeter of the park. Whether it was the shaded walkway or the physical distance between them, Emma felt a bit of a chill.

Will must have noticed because he said, "I'll be right back," and sprinted to their blanket, returning with a large gray sweatshirt.

"It's going to be huge on you, but it will keep you warm," he said as he held it up for her.

Emma thanked him and slipped her arms into the sleeves, happily inhaling his clean, spicy scent.

He pulled it up over her shoulders and spun her around to face him. They both laughed at how the sleeves hung down to her knees.

"Let me get this for you, little girl," he teased as he pulled the sweatshirt tighter around her body and zipped it up the front.

Will's care taking ways melted Emma's heart.

-X-

"Can we sit down on that bench in the sun?" she asked.

"Of course," he replied.

They sat down and with no preamble, Emma launched into the topic that had been weighing on her mind for weeks.

"Will, I'm ready to talk about why my marriage failed."

He sat back against the bench, suppressing a "Whoa," but not enough to make it inaudible.

"If you want to," she added tentatively.

Encouragement quickly filled his eyes and he said, "Of course I do."

"Okay, so...I think I'll start at the beginning," she said slowly.

He nodded for her to continue.

"I met Carl at a time when things between us were...um...complicated."

Will nodded his head again as if he understood, but wasn't completely ready to accept that description.

"I thought it was just going to be a casual dating thing, maybe even something to make you a little jealous."

"Although, I guess we were on different wavelengths because whenever our paths crossed, it was, I don't know, awkward."

Emma bit her lip, unsure how much she wanted to rehash the past now that she had started.

"Emma, I wish that we had talked then," Will said soulfully.

"I know, me too," she responded softly, momentarily distracted from her narrative as she recognized the depth of his sorrow.

She forced herself to continue.

"I didn't really plan for things to become serious with Carl, but he was persistent. And the longer you stayed away, the more I convinced myself it just wasn't meant to be."

"Em-"

She interrupted him. "Let me just finish this thought, okay?"

"Will, I know it was inappropriate for me to confront you the way I did in the teacher's lounge. I am sorry for how I behaved that day."

"In a way, I think I was testing you. And I hoped your apology was just the beginning. I decided if you truly loved me, you would work hard to repair our relationship."

"But instead, you retreated..."

Emma paused, examining Will's face, seeing regret etched in his features.

He opened his mouth to speak, but couldn't seem to find the right words.

Her thoughts continued to flow.

"As much as I wanted to believe you when you told me you loved me, Will, I couldn't get past the fact that you had disappeared when I needed you most only to reappear when you thought I had moved on."

He sat forward on the bench, resting his elbows on his thighs and holding his head in his hands, thoroughly defeated.

"Emma, I'm so sorry," he spoke to the ground. "I wish I could explain what was going through my head at the time, but honestly, it was very muddy."

She waited while he struggled to express himself.

"I remember wanting to put my divorce behind me, but feeling stuck. I didn't know what to do with the anger I had toward Terri for the dreams she destroyed."

Emma reached out and put a soothing hand on Will's back.

"You were right that I needed to spend some time alone. I just wasn't prepared for how painful it would be."

"And to drag someone else into that, especially you,...I don't know..."

Will's eyes filled with water as he turned to her with a confession he had never voiced.

"I wish I could have met your expectations, Emma."

His words punctured her heart, and any lingering resentment she harbored flowed out in a gush.

"Oh Will, please don't say that," she pleaded. "Please don't think that."

Rubbing his back, Emma spoke to him, but also to herself. "I'm a guidance counselor. I should have seen it. I should have been more understanding about what you were going through."

Will sat up and waited for her to meet his eyes.

"I meant it when I told you I loved you, Emma."

"I believe you," she replied earnestly. "But I hope you can understand why I doubted it at the time."

He shook his head and sighed.

"I guess I do, although I still don't get why you went so far as to marry him. You are not an impulsive person, Emma."

His pain and frustration were palpable and he deserved an answer.

"I loved him," she admitted quietly.

WIll winced.

"And I think I got caught up in the romance of it all."

"I do love him, Will," she said apologetically. "But it took me a while to figure out I'm not _in love_ with him."

Perplexed, he said, "What do you mean by that?"

"Well, I enjoyed his company. I loved how he made me feel about myself. We had great communication. And I found him attractive."

"Sorry," she added, seeing that that last part bothered him a bit more than it probably should have.

"I thought we had all the right ingredients, and that I just needed time to feel more connected to him. I kept hoping that my fondness for him would translate into something more...intimate."

Will listened attentively, more hopeful than he had been since bringing the conversation back around to her marriage.

"So there's something else I should probably tell you, Will."

Hesitantly, she said, "We never, uh, you know, consummated our relationship."

Unable to feign surprise, he responded, "If I was hearing that for the first time, my jaw would be on the ground right now, but I have to admit I already knew."

"Great!" Emma huffed, rolling her eyes. "I knew I shouldn't have trusted Holly."

"I was surprised you did. Why did you talk to her about it?" Will wondered.

"I don't know," she said, still riled up. "I guess I was desperate. I thought there was something wrong with me and I needed another female opinion. I figured she wouldn't be around long enough to spill the beans, but I guess I was wrong."

Emma crossed her arms animatedly, clearly annoyed.

"Did it help...to talk to her?" Will asked gently, hoping to defuse her irritation.

Her shoulders sagged as she considered the question for several minutes.

Emma finally spoke, staring shyly at the pavement.

"She suggested that...maybe the reason I was unwilling to have "relations" with Carl was that I still had feelings for someone else."

She peeked at Will who appeared to stop breathing for a moment.

He reached his hand to her face, lifting her chin with the arc of his finger until their eyes met. Will's were filled with wonder.

Hope cresting, he choked out the question: "Do you?"

Emma bit her lip and nodded, eyes darting back to the ground.

"Will, I'm scared."

"I know," he said as he wrapped her tightly in his arms.

It was exactly what she needed and she clung to him fiercely.

"It's okay to be scared, Em," he whispered tenderly in her ear.


	14. Chapter 14: Help

**AN:** Hi All, sorry for the long absence. It took me a while to decide to take Wemma's story in a different direction than the show is likely to take them, but it will be positive. Just different. Prepare for an angsty chapter or two, but I promise it will be worth the wait. And please review, even if you don't like it.

* * *

**Chapter 14: Help**

Dr. Laura Stone sat in a floral wing-backed chair, legs crossed, pen hovering above the leather folio she had spread across one thigh.

Primly poised on the edge of the couch with her hands folded neatly in her lap, Emma stared at the slightly worn kilim rug, its burnt orange field dotted with earthy colors and ill-chosen splashes of kelly green, and noted with an unreasonable level of disdain Dr. Stone's practical loafers.

"Why don't you start by telling me why you are here, Emma?" Dr. Stone said with a gentle smile.

Emma shifted her weight forward, refusing to commit to the overstuffed leather love seat and avoiding the scrunched accent pillow that suggested the presence of many before her. She had expected the question but struggled to articulate the reason she rehearsed.

She responded with, "Ummmmm...," simply to fill the awkward silence. Her eyes darted in Dr. Stone's direction, confirming her suspicion that Dr. Stone didn't find the silence awkward at all.

"Doesn't the form you asked me to fill out tell you why I'm here?" Emma offered tentatively, delaying the inevitable.

Predictably, Dr. Stone said, "Yes, it does. But I'd like to hear it from you directly."

"Okay," Emma replied cautiously, wringing her hands and returning her nervous gaze to the grayish fringe of the carpet.

She took a deep breath and tried to think of a way to condense the paragraph she had included on the form into a simple statement.

"I guess I'm tired of letting my OCD ruin my life," Emma finally declared.

Dr. Stone waited until Emma peeked in her direction before asking matter-of-factly, "How it is ruining your life?"

Emma's 13-year old self wanted to cross her arms in front of her chest and refuse to answer any more questions. However, her adult self let the words roll off her tongue, coated in a thick layer of unintentional sarcasm.

"Okay, let's see...," Emma flipped up her index finger as she began to enumerate reason number one. "My husband just requested an annulment."

"I'm 32 and I've never been intimate with a man," she added, lifting her middle finger to signal reason number two.

"I spend most of my waking hours disinfecting various surfaces," she said, raising her now empty ring finger.

"Oh," she concluded dramatically, looking at her pinky, "And then there's the fact that I couldn't handle traveling to New York City with my best friend even though he's coaching the most important event of his professional life today."

Emma sighed heavily and closed her eyes, not sure which embarrassed her more: her snarky attitude or her inappropriate confession.

Dr. Stone's eyes softened as she glimpsed Emma's pain and she responded with a simple expression of sympathy.

"I'm sorry you've had to go through all of that, Emma. It sounds painful."

It was such a simple word, but it triggered a stabbing ache in her belly. _Yes, painful. _She nodded her head, acknowledging the truth of Dr. Stone's words, unable to elaborate.

"Do you want to talk about what you are feeling right now, Emma?" Dr. Stone asked carefully.

Emma's eyes fixed on the solitary goldfish swimming lazily on the shelf behind Dr. Stone's right shoulder and felt a sudden kinship with the creature in the glass bowl.

She stared at the reason she had avoided therapy, and for that matter, close friendships with probing women, for all of her adult life. Physically, Dr. Stone reminded her of her Aunt Barbara, who she had always adored. And while she seemed pleasant enough, Emma couldn't shake the image of the therapist donning latex gloves and a mask to pick through her brain with the intensity of a forensic scientist.

Sensing Emma's hesitation, Dr. Stone said, "Sometimes it helps to call them out, Emma. Naming your feelings can neutralize them, reduce their power."

Emma considered her request thoughtfully, and in the duel between her head and her heart, she could feel her heart winning.

"Why don't you try it? Tell me the strongest emotion you are feeling at this moment."

Dr. Stone walked a perfect line between encouragement and pressure. Emma felt an odd desire to please her.

"Ashamed," Emma whispered, turning away.

Dr. Stone said nothing for a while. Emma would learn later that she was allowing her patient to "sit" with the feeling, to experience it completely and recognize that it wouldn't destroy her.

Emma wasn't ready to sit with her shame though. She wanted to wipe it out of her life the same way she eradicated germs with disinfectant.

Dr. Stone finally spoke. "How long have you been struggling with this disease, Emma?"

She looked up at the ceiling, fighting the tightness in her throat and the crushing weight on her sternum. Shame no longer mattered as the overwhelming tension in her body came flooding out in one word.

"Forever," Emma croaked.

In a soft tone, tinged with sadness over the knowledge that this was just the beginning of a long journey for her new patient, Dr. Stone said, "And this is the first time you are seeking treatment?"

Emma shook her head as a tear rolled down her cheek.

Dr. Stone reached for a box of tissues and pushed them across the coffee table toward Emma.

"I talked to someone a few times last year," she explained, sniffling back more tears as she grabbed a tissue out of the box.

"Do you mind telling me why you stopped?" Dr. Stone probed.

"I don't know," Emma responded. "I guess I wasn't ready."

"And what makes you feel ready now?" the doctor wondered.

Emma turned away again, resisting the feeling of exposure that she knew she would need to conquer if she hoped to get something out of this counseling.

She remembered the look on Will's face when she told him she couldn't go to Nationals. He said all the right words, that he understood, that he would be there for her if she wanted to deal with the anxiety that made some things in life difficult for her. But she saw a flash of something else, something devastating. She saw him giving up.

"I need to be ready," Emma replied.

"Okay," Dr. Stone said, clearly dissatisfied with her answer. "We will talk more about this, but as you consider your commitment to therapy, it might help for you to hear a little bit about my approach."

Emma nodded her head in encouragement, relieved to be off the hot seat.

"Are you familiar with cognitive therapy?" Dr. Stone started.

"No," Emma said.

"Cognitive therapists believe that all of your past experiences in some way shaped the person you are today. However you can't go back and change those experiences. You can only change your behavior today and in the future."

"OCD, assuming that's what you have, and we'll get into that in greater depth, can be caused by many things. Genetics, infections, childhood abuse, depression, or just life events. In cognitive therapy, we won't focus on the causes of your OCD. Instead, we will focus on identifying the triggers of your anxiety, and working to contain them."

"Have you ever treated OCD before?" Emma asked.

"Yes, many times," Dr. Stone replied. "And I've had success with other patients in approaching this in two, sometimes three, ways."

"The cognitive therapy part will involve learning healthy and effective ways of responding to obsessive thoughts without resorting to compulsive behavior. If you choose to go forward with this, I'm going to work with you to identify those obsessive thoughts."

"Make sense?"

"I think so," Emma said, nodding.

"The other part of the treatment is called exposure and response prevention."

"This involves repeated explosure to the source of your obsession, but refraining from the compulsive behavior you'd usually perform to reduce your anxiety. For example, if you are a compulsive hand washer, I might ask you to touch the door handle in a public restroom and then prevent you from washing up."

Emma's eyes grew larger and she began to tap her heels nervously.

Dr. Stone responded with comforting words. "I know, it's going to be hard at first, but it will get easier."

"As you sit with the anxiety, Emma, the urge to wash your hands will gradually begin to go away on its own. You will learn that you don't need the ritual to get rid of your anxiety-that you have some control over your obsessive thoughts and compulsive behaviors."

"This part is really important. Studies show that exposure and response prevention can actually retrain the brain, permanently reducing the occurrence of obsessive-compulsive disorder symptoms."

"How does it sound to you so far?" Dr. Stone probed.

"It sounds difficult," Emma replied, somewhat dejected.

"Yes, yes it is."

"The final part, that may be helpful in reducing your feelings of anxiety, is medication," she continued.

Dr. Stone saw Emma recoil at the idea.

"We don't have to talk about it now, Emma, but it may be something I ask you to consider in the future. We'll see how things go."

"Do you have anyone who could help you as you go through this? You mentioned a best friend?"

Emma shook her head reflexively, and wrapped her arms around her middle, hoping to quell the feeling of emptiness that threatened to engulf her.

-X-

Emma walked into her apartment with no recollection of the trip home from Dr. Stone's office. She dropped her purse on the entryway floor and walked straight to her bedroom, collapsing on the bed and falling immediately into the deepest sleep of her life.

She awoke to a loud ringing sound that took her more than a few seconds to recognize as the phone.

She reached over to the bedside table and picked it up, offering a groggy hello.

"Em? Hey, did I wake you?"

His voice was beautiful.

"Will?"

"No, no. Not at all," she replied hoarsely as she pulled herself to a sitting position and swung her legs over the side of the bed.

Will laughed at her lie. "Do you want to call me back when you wake up?"

Emma cradled the phone to her ear, caressing the receiver and hoping she wasn't dreaming. Suddenly, it occurred to her where he was and why he was calling.

"Oh my god, Will, Nationals! How did it go?" she asked in a flurry, bouncing off the bed and beginning to pace around her bedroom.

"We came in third!" he exclaimed. "Can you believe it? We placed in our very first attempt at Nationals!"

"That's great, Will! Oh gosh, I wish I could have been there to see it," Emma gushed, immediately wishing she could take it back as her feelings of shame and inadequacy came marching back.

"I know, me too," he said with warmth, yet palpable distance.

"But Em, there's something else I need to tell you about. Something crazy that I can't even believe myself."

"I've been asked to join the touring company for Hairspray!"

Emma stopped pacing and put her hand to her heart as it threatened to race out of her chest cavity.

"Ex...excuse me?" she squeaked.

"Yeah, so I was rehearsing with the kids at a little theater in Times Square yesterday and a producer approached me to ask if I'd be interested in auditioning for a Broadway show. Part of me thought it would be a funny story to entertain the kids so I said yes. Next thing I knew, they were offering me the role of Link Larkin in Hairspray!"

"And...and...you're going to take it?" Emma gulped.

"I don't know. I'm still thinking about it. Am I out of my mind to consider it? I mean, it's a Broadway show, Em!"

Emma was still trying to catch up with him.

"What was the other part saying?" she asked.

"Huh?" Will said.

"You said part of you thought it would be funny to audition. What was the other part thinking?"

"Oh, yeah, that. I guess I was flattered. I mean, you know I've always wondered whether I should have pursued my dream of being a performer. It was surreal."

"Can you tell me more of the details?" Her brain was forming words and her mouth was speaking them, which was impressive for an empty shell.

"Well, the rehearsals start next week. The cast is here in New York and almost all are new to the production so rehearsals will go through the end of May. The tour starts in June, in Boston, I believe."

"So you would have to leave your job...immediately?" Emma choked.

"Yes," he answered softly as the weight of this decision finally began to register.

Emma let out a sound that was half gasp, half sob and quickly covered the mouthpiece of the phone.

"Em?" he asked.

She bent over, struggling to breathe as her body reacted to the devastating information.

Emma tried to recover but there was no way to recover from that kind of news, really. So she acknowledged his question with, "Hmmm?" because it didn't require her to enunciate an actual word.

"Are you okay?" Will asked. "I mean, I know I kind of sprung this on you."

"Yeah, yes, I'm fine," she lied, for the second time in less than five minutes.

"So...what do you think?" he asked in an expectant tone that she interpreted as hopeful. Hopeful that she would provide encouragement when he was ripping her future from her hands.

"Wow, leaving your job...that's a big deal. But Broadway...also a big deal." Emma offered as filler in a conversation she wished they weren't having.

"I know, right? I mean, I never thought anything like this would ever happen, and now that it has, I'm wondering if it was meant to be."

There were other things Emma had hoped were meant to be and none of them involved Will leaving Lima for Broadway.

"Em, I'm so confused. You know I love teaching, but this is an opportunity of a lifetime. If I don't do it, I'm worried that I'll regret it for the rest of my life."

Emma was glad he was talking because she couldn't think straight. Part of her was already grieving for a dying dream. But another part of her, the part that loved Will unconditionally, wanted what was best for him. And the note of triumph in his voice filled her heart with pride.

"Will, you should do it." Emma declared, swallowing a sob.

Simon and Garfunkel were right. Silence had a sound.


	15. Chapter 15: Alone

If someone had asked Emma on Saturday whether she wanted to be with Will Schuester "more than anything," she would have answered yes, unequivocally. But as it turned out, there was something she placed above her own desires - his happiness.

Emma spent the remainder of their phone call convincing Will that he should take the opportunity to perform in a Broadway show, that he should give his dreams a shot. Will was confident as a performer, but he struggled with major life decisions. Emma knew he counted on her advice, and she couldn't let him down, even if it meant swallowing the words she felt so ready to say.

Part of her wished she had been less convincing, but by the end of the call, Will had decided to give it a try. He told her it would be a short term commitment, and that he would be back for the next school year. She allowed him this fantasy because speaking the truth would have made his decision that much more difficult. She suspected they both knew that.

-X-

Figgins's announcement about Holly Holiday replacing William Schuester for the remainder of the school year was still a dagger in her heart. Shannon squeezed her hand and continued to hold it until the faculty meeting ended. When Emma rose to leave, she pulled her back down into her seat.

"Can I talk to you for a second?" Shannon asked.

Emma didn't feel like talking at all.

"Sure, what is it?" she said, watching as the last of the faculty members filed out.

"This place won't be the same without him." Shannon said.

Emma's features tightened and she acknowledged Shannon's statement with an economical nod.

"I guess I just wanted to say if you need to talk, I am here."

"Thank you," Emma said quietly. "I hope you will understand if I don't take you up on that offer right away."

"I will understand, Emma, but I'm probably going to pester you anyway. You need friends right now. Crawling into a hole and waiting it out isn't a great coping strategy."

Emma fidgeted with her notepad.

"I had a friend. And now he's gone."

Shannon put her arm around Emma's shoulders. "I know, Em. I know."

Emma stiffened at the sound of his nickname for her.

Shannon instinctively lifted her arm, sensing Emma's fragility.

"When you're ready, Emma, I think we should try to get out again and have a little fun. Maybe a little less blueberry beer this time, but fun all the same."

Emma's lips turned up just a touch, allowing Shannon a small glimpse of her appreciation.

-X-

Emma's second visit with Dr. Stone was even more painful than the first.

It didn't take Dr. Stone long to recognize that something had happened to increase Emma's stress and subsequent anxiety, and even less time to make her confront it.

They began to discuss Will's abrupt departure.

"This is your best friend," Dr. Stone started, "the one who wanted you to go to New York with him?"

"Yes," Emma admitted stiffly.

"And he just got this fantastic career opportunity?"

Emma nodded her head.

"Okay, tell me what you are feeling about it," Dr. Stone asked.

Emma wondered how many counseling cliches she should expect in the coming weeks.

"I'm happy for him, of course," she responded sharply.

Dr. Stone's eyes widened, but she said nothing.

Emma noticed that Dr. Stone had a non-verbal way of coaxing. She cocked her head ever so slightly to one side and gazed at Emma expectantly, without judgment, or at least without judgment that was discernible.

"Okay fine," Emma said gruffly, responding to a challenge that hadn't been posed. "I'm not happy for me."

Her eyes returned to her favorite focal point, the lone blue diamond in the middle of Dr. Stone's exotic area rug, partly visible through the glass-topped coffee table.

"Is there a reason you feel ashamed to admit that to me?" Dr. Stone replied.

Emma fiddled with a button on her cardigan, wishing Dr. Stone would spend more time getting to the point.

"It feels selfish to me," she responded. "I mean, I should just be happy for him, right?"

Dr. Stone shrugged.

"But your best friend is moving away," she offered. That would be hard on anyone, Emma."

Emma's eyes met Dr. Stone's for the first time since they began to talk about Will. It was nice to feel understood.

"I expect you'll stay in touch?" Dr. Stone said.

Emma replied quickly. "I hope so, but I don't know."

"Okay, well do you have other friendships you could cultivate?"

The question hit her like a blast of cold air and the harsh words left her mouth without consideration for Dr. Stone's intent.

"What? You want me to replace him, just like that?" Emma snapped.

Dr. Stone stared back with a look that Emma already recognized as her "pause and let the patient think about what she just said" expression.

But Emma didn't want to think about it. The idea of replacing her best friend was simply overwhelming.

"No, that's not what I'm suggesting," Dr. Stone said calmly. "I'm just asking because you are likely to experience a void in your life and it would be nice to have other people you can turn to for companionship."

Still defensive, Emma said, "I don't need companionship. I like to keep to myself."

"Why do you suppose that is, Emma?"

"I've always been introverted. I don't need a lot of friends."

"So what makes this friend special? And do you mind if we call him by his name?"

"His name is Will."

"Okay, Will. Why is Will your best friend?"

Emma didn't even see it coming, but she burst into tears.

Dr. Stone handed her tissues and retrieved another box when it looked like she was going to finish off the first one.

In between sobs, Emma apologized for breaking down. She had never felt so exposed and she cried a little about that too.

Dr. Stone waited until Emma collected herself, then said, "Emma, is it possible Will is more than a friend to you?"

And thus began the story of Will, a story that would unfold therapeutically for many sessions to come.

-X-

Emma had no interest in attending the prom, but she tried not to make a habit of disobeying her boss. Will had laughed when she told him she would be overseeing punch bowl operations under the watchful eye of the Cheerio-less prom coordinator, who they both agreed had lost even more marbles since her top talent chose the Glee club.

Glee club. The kids. Three weeks since allowing them to board the bus home from NY without him, Will had begun to keep a comfortable distance from the topic. It was an adjustment in their repartee that introduced awkward silences and more than a few sighs.

Will called Emma a lot in the beginning and had much to report about his adventures in NY. His rehearsal schedule was grueling and he had a lot more catch-up to do than the rest of the cast, but he was in his element on the stage and Emma could tell he was loving it.

He blamed his busy schedule for the shorter and less frequent calls, but Emma could see what was happening.

"Miss P, you look great. That color is really nice on you." Finn said, interrupting her thoughts about Will.

"Thank you, Finn."

"Have you, um, heard from Mr. Schue?"

_Speak of the devil. _"Yes, we've talked a few times."

"How is he doing?" he asked earnestly.

"He's good. Really busy," Emma offered.

Finn shifted awkwardly, wringing his hands together as he considered his next question.

With a tentative grin, he wondered, "Does he, you know, ask about us?"

"Of course he does," she lied cheerily. "He misses you guys a lot."

Finn returned a satisfied smile. "Well, next time you talk to him, could you tell him I said Hi?"

"Maybe you could just tell him yourself?" Will said, appearing out of the crowd like a ghost.

"Mr. Schue!" Finn yelled, pulling him into a bear hug that should have embarrassed him if not for the response that showed he was equally missed.

Emma's gasp stalled in her throat as she watched the emotional moment between Will and one of his most treasured students. Finn's loss was only a shadow of her own and expressible in public, unlike her yearning to climb inside Will's embrace and coil herself around his body like a pet snake-a yearning made stronger by the look he passed to her over Finn's shoulder.

Emma stared back, a wide smile hiding her competing feeling of despair.

Will winked at her while he exchanged updates with Finn until he heard the opening music for the song he had requested.

"Excuse me, Finn, but I need to ask Miss Pillsbury something."

"Oh sure, Mr. Schue, we can catch up more later."

Will turned to Emma and said, "May I have this dance?"

Not trusting her voice, Emma simply nodded.

Will reached out for her hand and pulled her toward the side of the stage, strategically positioning them behind the speakers where it wasn't quite as crowded or loud.

Safely tucked into the corner, Will wrapped his left arm around Emma's back and lightly joined his right hand with hers in the air.

"Hi Em," he finally said, grinning widely.

"Hi Will," she squeaked, her heart beating wildly.

Emma noted the distance between their bodies and felt Will's cautious hold as they began to step and turn to the music. All of her questions were forgotten and she focused on the things she hadn't had a chance to say goodbye to-his touch, his scent, and, most importantly, his eyes. The eyes that were making her feel treasured at this very moment.

They didn't talk. They just danced.

_Swaying room as the music starts_

_Strangers making the most of the dark_

_Two by two their bodies become one_

_I see you through the smoky air_

_Can't you feel the weight of my stare_

_You're so close but still a world away_

_What I'm dying to say is that _

_I'm crazy for you_

_Touch me once and you'll know it's true_

_I never wanted anyone like this_

_It's all brand new_

_You'll feel it in my kiss_

_I'm crazy for you_

_Crazy for you_

_Trying hard to control my heart_

_I walk over to where you are_

_Eye to eye we need no words at all_

_Slowly now we begin to move_

_Every breath I'm deeper into you_

_Soon we two are standing still in time_

_If you read my mind you'll see_

_It's all brand new_

_I'm crazy for you_

_And you know its true_

_I'm crazy, crazy for you_

Emma marveled at how the lyrics gave voice to her secret thoughts. Thoughts that would remain secret, even after Will pulled her closer and whispered, "I miss you, Emma."

She smiled tightly, but refused to reciprocate.

"I need to get some air outside. Will you join me?" he asked as the song came to an end.

Emma looked around nervously. "Um, I'm not sure I can leave. I'm supposed to be watching the punch bowl."

Will winked at Shannon across the room, manning the punch bowl, and said, "I've already got that covered."

He took Emma's hand and led her out the side door and around to the back of the gym. It was an unseasonably warm night, but dense clouds covered the moon and the air was thick with moisture.

Will pulled her toward the wall and stopped, leaning with one shoulder against the bricks, and boring into her eyes in a way that forced her to look at the ground.

"Em, I can feel your distance. What's going on?" he demanded.

She glanced up at him, brows furrowed, and took half a step back.

"I guess I'm just surprised to see you," she said flatly. "What made you come back?"

"You," he whispered sweetly.

He was gazing into her eyes lovingly and all she saw was naivete.

Abruptly, Emma asked, "When are you returning to New York?"

Will sighed. "I have to leave early tomorrow morning."

"Em, I know this was a quick decision, and it's inconvenient for the summer, but you know I'll be back, right?" he said, taking a guess at what was bothering her.

It was Emma's turn to sigh. "Oh Will."

"Oh Will what?" he challenged.

"I know you think you will be back, but I can already tell you love it." 

"Are you really going to turn down Broadway for Lima, Will?"

Emma watched as her rhetorical words sunk in. He tried to hide the hint of sadness in his eyes, but she knew he had heard her.

And then he kissed her.

At first, she stood stiffly, allowing him this intimacy without giving a piece of herself in return. But when he pushed her back up against the wall, he demanded more. Her lips softened as he whimpered in desperation, both gentle and forceful as he held her face in his hands. She felt her resistance slipping away at the same time her heart was breaking into a thousand pieces.

"Will, please stop," she cried softly.

He stopped immediately, keeping his body pressed up against hers, but moving his lips to her ear.

"Why, Em?" he asked innocently.

Emma placed her hands on his chest and pushed him away, sliding out from between him and the wall and walking a safe distance away. She had felt his warmth too closely for the second time that night and her rational thoughts were dangerously aloft.

"I'm not ready for this, Will," she said, disclosing half of the truth. "I just started therapy and I really need to focus on myself right now."

She needed to push him away.

"I think you should do the same, Will. This is your opportunity to make it big on Broadway, to achieve your dreams. You shouldn't be worried about what's going on back here in Lima."

Will rested against the wall, muscles collapsing in defeat. He stared up at the dark, cloudy night sky.

Softly, he asked, "Emma, do you think you'll ever be ready?"

She turned away to wipe the tear that she couldn't allow him to see and with her back to him, replied, "I don't know."

-X-

**AN**: Sorry it took so long to update. I still think keeping them apart for the summer was a good idea since they both have some issues to work through, but I didn't consider how tough it would be to stay motivated to write about their individual experiences! I know this chapter is choppy, but I just need to publish it and move on to the next part of the story!


	16. Chapter 16: Friends

**AN**: Thank you for all your kind reviews on the last chapter! You motivated me to churn this one out quickly! And unlike the last chapter, the words just jumped onto the page. You'll see why. (In Emma's words, it's so so racy.) Hope I didn't go overboard with the language. Will and Emma are about to get more complicated. Comments appreciated.

-X-

Emma told Will that she needed to focus on herself and she tried to take those words to heart. It was the last week of school and while she busied herself putting closure on her counseling work at McKinley, she prepared to start a new summer job.

In the past, she had worked as a counselor for camp programs, but this year, she decided to pursue something less emotionally taxing and more creative. She was going to work at a local florist. Dr. Stone had actually suggested it. She thought it might be a low stress setting in which Emma could work on addressing some of her compulsive behaviors.

Emma sat at her desk with a notepad and drew a weekly schedule, 7 columns wide for each day of the week with a row for each hour.

She meticulously etched in her regular commitments, drawing a box around the hours and writing the name of each activity in block letters. She would work 6 hour shifts, 6 days a week at the flower shop, 10am-4pm. That left early mornings, evenings and Sundays to fill. Book club met once a week on Monday nights, which would fill plenty of hours on Sundays with reading. Tuesday nights were reserved for counseling sessions with Dr. Stone. On Fridays, she volunteered at Pine Creek Nursing home for BINGO night.

She sighed as she realized Wednesday and Thursday nights were glaringly blank.

-X-

At lunch, Emma was joined by Shannon and Holly. Although she felt bad for thinking it, she would be relieved when her days no longer included their idle chatter.

They had walked in talking about their summer plans. Emma overheard Shannon say she would be coaching shotput at an exclusive sports camp. Holly's plans seemed less, well, planned. She was still considering her options which ranged from the tame (teaching local yoga classes) to the exotic (running kayaking trips down the Futaleufu River in Chile).

"I just don't know," Holly said as she sat down at Emma's table mid-sentence. "I mean, I love Chile, but I didn't exactly leave on good terms with the owner of the kayaking outfit...which was totally unfair because he _said_ he wasn't the commitment type."

She shrugged her shoulders and said, "I guess I could try staying put for an entire summer. And I _am _really loving this yoga thing."

"You should stick around," Shannon piped up even though Holly didn't appear to be looking for an opinion.

"Emma and I were just talking about making another visit to _The Burr _soon, right Em?"

Emma smiled politely and offered a reluctant nod.

"Ha!" Holly exclaimed. "Isn't that a honky tonk bar?"

"You betcha! And Emma is a great line dancer!" Shannon said, smirking.

"I don't know about that," Emma said, already forming excuses in her head to decline the invitation.

"Well I'm always up for dancing. When can we go?" Holly asked.

"My favorite band plays on Thursday nights _and_ they offer half price draughts between 5 and 7."

"You up for it again, Emma?" Shannon asked hopefully.

Emma started to shake her head, but then she remembered the gaping hole in her weekly schedule. Her priority was distraction and _The Burr_ seemed like reasonable filler, as long as she stayed clear of the drunk text-inducing blueberry beer.

"Sure, why not?" she said mildly.

Shannon beamed triumphantly while Holly just raised her eyebrows.

-X-

When Will called that night, Emma told him about her plans for Thursday night. She could hear the smile in his voice as he recalled the happier moments of their evening at _The Burr_.

"I'll be sure to check my phone in between scenes on Thursday night," he joked.

"Very funny, Will. I'm not planning on doing any drunk texting," she huffed.

"You never know, Em. That blueberry beer goes down pretty smoothly."

"Right, well, I won't be drinking," she responded stiffly.

"Why not? You deserve to live it up a little, Em. School is out, it's the beginning of the summer, time to kick back and have some fun!"

"Okay, sure," she said, not interested in discussing it any further and wondering if they had already reached that point in the conversation when the gulf between their day to day lives would make the rest of the call awkward.

"So when do you start at the flower shop?" he asked, trying as hard as he always did to keep the conversation flowing after Emma's brief replies.

"I'm actually going in on Thursday for a few hours of training. Then, Friday I'll start regular hours."

"Are you looking forward to it?"

"Yeah, I guess I am."

"That's great, Em."

She knew it was time to reciprocate, but she always hesitated before asking about his New York life. Every time he talked about it, she felt the aching distance.

"How are rehearsals going for you?"

"Great!" he said enthusiastically, fueling a roller coaster of emotions in Emma.

"I can't believe we are about to start the tour. We're leaving for Boston on Friday and the first show is Saturday afternoon!"

"Are you nervous?" she asked, heart suddenly swelling with pride.

"Yeah, I am. But excited too!" Will exclaimed.

"I can tell." Emma said, falling slightly short of sincere as the coaster banked sharply and her stomach heaved.

"Em, I don't know what it's going to be like on the road so I'm not sure when I'll be able to call you," Will mentioned.

"Yeah, I figured as much. That's okay," she said, trying to hide the hitch in her voice.

"I'm not saying I won't call. I'm just saying we may need to work out the timing a little bit, okay?"

"Mm hmmm"

"Em? Are you okay?" Will asked.

"Yeah, yeah, I'm fine. I'm just tired."

"Okay, then I'll let you get to bed," he replied, clearly unwilling to have a serious conversation at the moment.

"Have fun tomorrow night!"

"Thanks. Bye Will."

"Bye Sweet..." She hung up before he could infect her heart any more.

-X-

Emma's mood never brightened after their phone call, and she tried to cancel her evening out with the girls. They showed up anyway.

"You are coming out with us," Holly said, as she grabbed Emma's arm and tugged her into the bedroom.

She wandered into Emma's closet without an invitation.

"Oh my god...Shannon, you need to take a look at this."

"What?" Emma asked incredulously.

Shannon walked into the bedroom, casting an apologetic shrug in Emma's direction, but unable to ignore her curiosity.

Shannon giggled as she saw what Holly was gawking at.

"You must have like 100 pencil skirts in every color! Holly exclaimed. "And would you look at this, it's like a color wheel, all of the shades blending with the next color in the spectrum."

"All the blouses and sweaters to match, bows, bows, and more bows, stacked above the skirts as if each outfit came preassembled."

"Oh, and look, even the matching shoes are right below," she laughed.

"Emma, please tell me you have a secret trust fund because no teacher I know can afford a closet like this!"

"I buy classics and I take good care of them," Emma primly replied.

Holly rolled her eyes. "Right. So do you have any casual clothes?"

"She does. She wore jeans the last time we went to _The Burr_," Shannon replied helpfully while Emma sat down on the bed scowling.

Holly walked over to Emma's dresser. "Are your jeans in here?" she asked as she opened the top drawer. "Nope," she said, eyes popping open as she glimpsed an item she never would have expected to see in the drawer of Emma Pillsbury. Holly suppressed a laugh and quickly moved on to the second drawer.

"Third drawer," Emma said, resigned to the intrusion and wishing they could just get this over with.

"Come on, Em," Shannon pleaded. "You'll have fun. I promise."

"Put these on with a nice sexy top and let's get going." Holly suggested, leaving no room for debate.

-X-

Somewhere between the front door of _The Burr_ and the booth by the bar, Emma changed her mind about drinking.

Shannon cocked an eyebrow when she heard Emma order a blueberry beer, but she didn't stop her. Holly laughed and changed the order to a pitcher, after which Shannon nudged her leg under the table as a warning. She had shared with Holly the story of Emma's last visit to _The Burr_ and they had agreed to watch the lightweight carefully. At least Shannon thought they had agreed.

Emma didn't waste any time getting Shannon's attention. She was the first to pour a second glass, much to Holly's amusement.

"So when does the dancing start?" Holly asked.

"In about half an hour if you want to take the lesson like Emma did last time."

"Ha! A lot of good that did!" Emma muttered as her mind traveled back to the private lesson she later received.

Shannon knew exactly where Emma's mind had wandered.

"Do you want to talk about him?" she asked gently.

Emma shook her head no, but words came pouring out anyway.

"He calls me a few times a week," she offered, tracing a circle in the condensation on her glass.

"That's a good sign, right?" Holly asked. "I mean, not that I know how to sustain a relationship, but that sounds like something that _should _happen."

"We aren't in a relationship, Holly," Emma said sharply.

"Oh really? Then what is it?" she challenged.

Emma took a long swig of beer and admitted she didn't know.

"Well what do you talk about on the phone?" Holly wondered.

"Mostly just what we did that day. He does most of the talking, really."

"Do you ever sex it up?"

"What does that even mean?" Emma asked, horrified.

"You know, phone sex." Holly said casually.

"Ugh," Emma scoffed.

Holly laughed, appearing pleased by her ability to offend Emma.

"Does he ever ask what you are wearing? Because that is a sure giveaway that he's looking for a little phone action."

"Will is not looking for a little phone action with me!"

"Oh yeah? I bet he'd like it," Holly said slyly.

Shannon couldn't help but chuckle, especially when she saw Emma's wheels turning. She wasn't nearly as disgusted as she wanted Holly to believe.

Emma finished off glass number 2 and poured herself a fresh glass from the newly delivered pitcher, topping Holly and Shannon off at the same time.

With a boldness that could only come from 20 ounces of beer in 20 minutes, Emma quizzed Holly, "Have _you _ever had phone sex?"

"Honey, I've had every kind of sex you could ever imagine and probably some, no make that lots, that you _couldn't _imagine."

Emma's eyes opened in wonder, disturbingly intrigued by the topic.

"So what do you, you know, do, um, on the phone?" she asked Holly.

"Well, mostly just talk dirty while you pleasure yourselves."

Emma cringed and tried to hide her embarrassment behind a sip from her glass.

"Oh come on, Emma, lighten up. It's not a big deal, really. It's quite fun. You should try it!"

Holly raised her eyebrows coyly. "Does Will know about your little toy?"

Emma's face turned beet red and she stopped breathing while she replayed Holly's question in her mind, mortified. And then something unusual happened. She burst out laughing.

Holly and Shannon joined in, Shannon having no idea what she was laughing about but enjoying the silliness anyway.

"You know, men love to hear about such things." Holly said, winking at Emma. "Just sayin'."

-X-

After that, Emma handed her phone to Shannon for safe keeping. They danced until they were sweaty and had many more laughs about topics ranging from Sue's sweatsuits to the hottest boy at McKinley. (Shannon and Emma agreed that Finn would be their choice while Holly wanted Noah Puckerman and had to be stopped when she began to describe her desire in inappropriately graphic terms.)

Emma got home at a reasonable hour and bounced into her kitchen with a smile. She hadn't had many girls' nights in her life and she decided that maybe she could make room for more.

She poured a glass of ice water and walked to her bedroom to get ready for bed. She put the water down on the bedside table and started her nighttime routine, washing her face and brushing her teeth before entering her closet to undress. She pulled off her shoes and returned them to the rack, then started to strip off her jeans. She was hopping on one leg, trying to get the tight denim fabric off her ankle when the phone rang.

Her heart raced as she ran to the phone on the other side of the bed, knowing it could only be one person.

"Hi Em," he greeted her warmly.

"Hi," she giggled.

"Where's my drunk text?"

Emma giggled even louder. "Shannon confiscated my phone!"

"Oh no!" he teased. "How was the blueberry beer?"

"Just as good as last time," she laughed, "although I'm happy to report no meltdowns!"

"And, with a little more practice, I'm pretty sure I'm going to give you a run for your money on the dance floor," she said as she pulled the last leg of her jeans over her ankle and tossed them on the chair.

She sat down cross-legged on her bed, leaning back against the headboard as she listened to Will laugh heartily, clearly enjoying her silly mood.

"I'm glad you had fun, Em," he said genuinely.

"And I'm sorry to call so late, but I really wanted to hear your voice tonight."

"Oh yeah, why is that?" she wondered.

"I think I'm just missing home and a little uneasy about going on the road," Will replied.

In her most soothing tone, Emma said, "You'll be fine, Will. Once it gets started, you'll be living on adrenaline and you won't even remember being nervous."

"I wish I could relax, Em. I'm wound up like a top. You should see me pacing around my bedroom right now."

"Ha, that's usually me when we talk," she said. "But tonight, I'm just chilling on my bed."

"Chilling?" Will asked. "Emma, since when have you ever chilled?"

Chuckling, she replied, "I know I shouldn't admit this, but drinking can make me pleasantly mellow."

"Mellow, huh? Maybe I should go pour myself a drink too?"

"And while you are doing that, I'll finish getting undressed," she said cheerily.

"Finish?" he asked.

"Yeah, you caught me midway through the process. Actually, I look pretty ridiculous right now, wearing pink panties and a baby blue tank top."

Will gulped at the sound of the word panties and Emma froze.

Neither of them said a word for a few jaw-dropping seconds.

Then Will said, "Forgive me, Em, but the idea of you sitting on your bed in panties and a tank top is...um, Wow."

Emma swooned. Feeling desired was intoxicating.

"It's not exactly fair that you know what I'm wearing and I don't know what you are wearing," Emma replied, wondering who had just said that since she didn't recognize the words or the voice.

Will played along. "I'm, um, wearing boxers and a white tee shirt."

"Is that what you always wear to bed?" Emma asked, more conversationally than she intended.

"Well, it's what I wear around the house at night. Typically, I take it off before I get in bed."

Emma shivered with excitement as she pictured Will naked.

Coyly, she asked, "Are you ready for bed right now?"

"I suppose I could be," Will said suggestively. "Why?"

"Do you want to get in bed with me, Will?"

"Yes, yes I do," he said with puppy-like eagerness.

Emma had no idea where this was going, but every nerve in her body was lit up, awaiting the words that would take their relationship to an entirely new level.

"What are you doing now?" she asked, an innocent question in any other context.

"I'm going to put down the phone so I can take my shirt off."

"Okay."

Will picked up the phone again and reported that he was taking off his boxers.

Emma clenched her eyes shut and let out a nervous giggle.

Undeterred, Will said, "I'm naked, Em. And now I'm getting under the covers."

"Will you do the same?" he asked hopefully.

Emma took a deep breath. "Okay, hold on while I take off my top and my bra."

When she put the phone back to her ear, Will asked if her bra was pink like her underwear.

"Of course," she said, "I always match," revealing a little something about herself that he probably could have guessed.

Will replied with a husky, "Mmmmmm..."

Emma removed her panties, but didn't know how to narrate it so she moved quickly under the covers.

"I'm under the covers now."

"Wait, are you still wearing your panties?"

Emma hesitated for a moment, then said, "No."

Will let out an unmistakable gasp of arousal.

"Emma, do you ever lie in bed like this and think of me?"

It was so much easier when he was asking the questions.

Without hesitation, she said, "Yes."

"And what do you do?"

Emma responded with a clumsy, "Uhhh..."

"Do you touch yourself, Em?"

Her heart fluttered, overriding the disbelief in her brain, and she stretched out under the covers, running her hand over her belly.

Confidently, she said, "Yes."

"Oh my god, you have no idea how many times I have pictured you doing that," Will admitted, hoarse with excitement.

"Emma?"

"Yes?"

"Will you touch yourself for me now?"

"Already am," she replied, enjoying her vixen moment.

Will sucked in a breath. "Oh god, Emma. You have no idea how turned on I am right now."

"I wish I could see it," she whispered.

I wish you could too.

"Are you stroking it?" Emma asked.

Will squeaked out a yes, followed by a deep moan.

Emma's body reacted to his arousal immediately. She let out a moan of her own, crossing the line toward complete inhibition.

"Will, I'm imagining you here now, under the covers with me."

He panted in reply, breathing rhythmically into the phone.

She imagined his thrusts as she listened to the sounds of his passion.

Emma said his name into the phone over and over, her voice getting louder as she neared release faster than she thought was possible.

"Oh Will," she cried out as she climaxed, her heavy breathing nearly drowning out his voice when he said, "Oh god, Emma, I'm going to come."

His raw words, followed by his intense orgasm, were more than she had ever imagined. Sharing the physical experience with Will paled in comparison to the emotional connection they formed at the height of vulnerability.

Before they talked it through, before the guilt arrived, Emma laid content in her bed, sharing breaths with Will through the phone line, and she remembered a favorite line from _The Sound of Music_: "When the lord closes a door, somewhere he opens a window."


	17. Chapter 17: On the Road

**AN**: It occurred to me that we haven't visited Will's POV in a while (because I seem to enjoy writing Emma) and I thought post-phone sex might be the perfect opportunity to see what he is up to/thinking about. I hope to publish Emma's POV soon.

-X-

Will told Emma he would be right back. As he cleaned up in the bathroom, he made a mental note to put a facecloth near the bed next time.

He giddily hoped there would be a next time.

When he returned to the phone, he told her he was back, but got no answer. And then he realized she was asleep.

He listened to Emma breathe for a little while, imagining that she was spooned in his arms. It was definitely a highlight of the evening, although it was hard to pick a favorite moment.

Will reviewed the new things he had learned about Emma:

She brings herself to orgasm.

She thinks about him while doing so.

She's willing to do it _with_ him, over the phone anyway.

His mind reeled as he considered possibilities he had never dared entertain. But as exciting as it was to think about their physical relationship, Will knew that Emma wouldn't have opened herself up to him in that way unless she loved him. He nuzzled his head deeper into his pillow and smiled with pure joy.

Next thing he knew, his alarm was blaring. He looked at the clock and registered the ridiculous hour. And then he realized this was the big day, the first day of the tour, and he needed to haul his butt over to LaGuardia to grab the early shuttle to Boston.

-X-

He stared out the window of the cab, barely noticing the concrete scenery on all sides, and smiled as he replayed his phone call with Emma. He knew it would be the first of many times he would try to recall every detail, especially the part when she called out his name.

He hoped she woke up feeling good about last night, but he wasn't particularly optimistic. Will had noticed a pattern with Emma: one step closer often meant two steps back.

It was too early to call so he sent her a text message from the airport.

**Hi Em, I'm about to board the plane for Boston and I didn't want to wake you up.**

**I hope we can talk soon about last night, but I want you to know that I thought it was beautiful.**

-X-

Will shared a cab to the hotel on Kneeland with several other cast members. They dropped their suitcases in the lobby and rushed to the early dress rehearsal at the Colonial Theater, the final run through before opening night on Saturday. He didn't realize they would be at the theater all day and by 7:30pm all he wanted to do was check into the hotel and sleep. His friend Rubin had another idea.

"Come on, there's a great Chinese place around the corner from the theater," he said.

Will yawned loudly. "Rubin, I just want to sleep."

"You know how I feel about that. You can sleep when you're dead," he joked.

Rubin Goodwin was Will's closest friend in the cast. He was a veteran Broadway actor who was playing the drag role of Edna Turnblad. He was incredibly talented and had been a helpful guide to Will in navigating his first experience in a Broadway show.

They walked into the restaurant and sat at the bar, already crowded with patrons whose eyes were locked on one of three televisions showing the Red Sox game.

"Here we are in the middle of Boston's theater district in a Chinese restaurant and we still can't avoid the sports crowd. Provincial little town, Boston," he chuckled.

They ordered some local brews and studied the menu. He let Rubin order since he seemed to have some clear favorites and Will was just hoping to make it through dinner without snoring.

"So the dress rehearsal went pretty well, don't you think?" Will said, talking to keep himself awake.

Rubin shrugged his shoulders.

Will eyed his friend with concern. "What? You don't think we're ready?"

"Everything seems fine. I guess I don't pay close attention anymore. It has become just like breathing and eating to me. I don't give it much thought."

"But you still enjoy it, right?" Will asked earnestly.

"Will, it's all I've ever known. If I could brush my teeth in front of an audience, I would," Rubin responded with an impish grin.

Will looked up at the TV as the crowd cheered a home run.

"So you've lived in New York for most of your career, Rubin?"

"I've done a few of these traveling gigs over the years," he answered. "It has allowed me to see the world, but I always return to the Great White Way. It's in my blood."

Will sipped his beer thoughtfully. "Do you have any regrets?" he asked his friend.

"You don't get to my age without a few," Rubin said wearily.

"This is a hard life, Will. Yeah, there are amazing ups, but there are just as many downs. I've never found a partner who could stomach the drama."

"So you've never been married?" Will asked, surprised.

"Oh, I tried it out in my 20s. Her name was Patty and I still consider her the love of my life."

"What happened?" Will wanted to know.

"She wanted a suburban life. You know, kids, two car garage, station wagon. Tried to convince me to move to New Jersey. Said I could commute to work on New Jersey Transit," he laughed sardonically.

"But the thing she didn't understand is that working on Broadway isn't a job. It's a life."

Will could tell from the way Rubin performed the story that he had answered the question many times before.

"I'm sure you've gotten a taste of it over the past few weeks, Will. Late nights, crazy hours, and even crazier people, people who are consumed by a passion for performing, among other things."

He gulped his beer and sighed.

"Do you feel that passion, Will?" Rubin asked.

"Yeah, I think I do," Will answered.

"It's awesome, isn't it?" Rubin beamed, clinking their beers together in solidarity.

-X-

When Will returned to his hotel, he got ready for bed and considered calling Emma. He checked his phone one last time and his stomach churned uneasily as he read her reply.

**I'm sorry, but I'm not ready to talk about it, Will. I need some time. Break a leg tomorrow.**

He would have called anyway, but her last sentence left him cold. She knew he was nervous about opening night, yet she made it clear she didn't want to speak before then. She needed time.

His heart ached when he thought about the beauty of last night, the purity of his love for Emma. And once again, he wondered whether they would ever be on the same page.

For the first time, he considered the idea that maybe he needed time too.

-X-

Will's first performance was like an out of body experience. Will the performer was nervous about remembering lines, hitting notes, and nailing the choreography, while Will the observer was enraptured by the live audience. The music felt more lush, the dialogue more resonant, the story more alive. The expectations of the crowd infused his body with energy and a desire to please. He put everything he had into the performance and felt like he got even more in return.

The Boston Globe reviewer seemed to notice and "Will Schuester as Link Larkin' was highlighted as a stand out. His mom bought 12 copies of the paper, clipped the article out of each, and mailed them to all of his aunts and uncles. He didn't have the heart to tell her that she could have saved herself a lot of time by logging onto the paper's website and using the "Email this article" feature, but he smiled when he imagined the framed copy he would inherit someday.

Will went out with the cast to celebrate after opening night. He stumbled back to his room well after midnight and fell asleep dreaming of his name in lights.

-X-

Even though they would be traveling from city to city for the next few months, Will knew he would function best if he established a regular routine for himself.

So starting the day _after_ his miserable hangover morning, he began setting his alarm for 7am. He would dress in workout clothes and read the paper over breakfast in the hotel lobby. If the weather was good, he went for a run outdoors. If it was bad, he went to the hotel gym. Either way, he ended up in the gym to lift weights. 

After exercising, he returned to his room, showered, and headed over to the theater to meet some of his younger castmates who liked to put in extra practice, grabbing lunch on the way. Sometimes they stepped through the routines (without singing to preserve their voices for the nightly performances). Sometimes they worked on acting. And sometimes they goofed around, inventing new choreography. Will enjoyed these practice sessions almost as much as performing and it didn't take much insight to understand why.

He met Rubin for a light dinner and one drink every night at 5. Neither was able to sing as well with a stomach full of food and one drink took the edge off without compromising their performances. These conversations were often hilarious, sometimes illuminating, and almost always a highlight of his day.

After the show, all Will wanted to do was return to his room and tune out with a good book. However, he had discovered it was nearly impossible to do. His eyes would scan the pages, but the words became thoughts, and the thoughts turned to emotions. He promised himself he would live in the moment. He wasn't ready to compare his old life and his new one, but some days were more difficult than others.

He had never considered himself a homebody, and in many ways, he was excited by the possibilities that lay ahead, but he couldn't deny that he missed the comfort and familiarity of a small town. He missed his life at McKinley. He missed the kids and teaching. And most of all, he missed Emma.

-X-

Next after Boston was a week in Albany, then Syracuse. The change was disruptive, but also helpfully distracting. New theaters, new restaurants, new running routes. Unfortunately, his cast mates became bored with their afternoon practices so Will was forced to find new ways of filling his non-performing hours.

They made it to Buffalo before Will's melancholy became the subject of his dinner with Rubin. After ordering a second drink for the third night in a row, his friend confronted him.

"What's bugging you, Will?"

He caved immediately. "That obvious, huh?"

"Hard to believe you're an actor," Rubin teased.

Will chuckled, then turned to him with a curious gaze.

"Do you ever look into the audience and wish the seats were filled with people you knew?"

"I don't know that many people," Rubin quipped.

Undeterred by his clever response, Will continued.

"In the beginning, it was so thrilling to touch that many people. It almost felt like I was making hundreds of new friends every night."

Rubin took a sip of his drink to hide his sly smile.

"Have you ever played that arcade hockey game...the one that's covered by a dome and has long poles, like in foosball, that let you maneuver the players back and forth? Will asked animatedly.

"Go on," Rubin said, cocking an eyebrow.

"I'm starting to feel like one of those plastic hockey players. Separated from the audience by a plastic dome, stuck in an artificial pose, and limited to moving inside a narrow channel."

Will could see that the arcade metaphor was lost on his theatrical friend.

"Like a singing, dancing, talking prop," he offered instead.

"You're homesick, Will. Happens to everyone," Rubin concluded without further questioning.

"Really? Is that it?" Will wondered, pensively.

"Probably," Rubin answered.

"We're about to head to Ohio. Why don't you fill up some of those seats with friends and family and see if it makes you feel any better?"

Will's eyes lit up. The idea had never occurred to him.

-X-

And that's why, halfway through the week of performances in Buffalo, and 4-1/2 weeks since he had last spoken to her, Will broke down after the show and sent Emma a text.

**Hey Em, how are you?**

Within minutes, he received one back.

**I'm fine. It sounds like you are taking Route 90 by storm!**

Encouraged by her quick reply, Will typed,

**Can we talk?**

He held the phone in his hand, waiting for the vibration to bring him the answer he needed. Instead, it rang.

"Emma!" he said, crashing the phone to his ear, unable to contain his excitement.

"Hi Will," she responded with a blush in her tone.

"Gosh, it's great to hear your voice. How are you, Em?"

"I'm good. I'm good." she replied, as if repetition would make it true.

"How's the tour?" Emma asked, quickly changing the topic to him. "You're getting great reviews!"

"Thanks. It's going well. I mean, it's hard work, but it's really rewarding," he said, wondering why he chose the cocktail party response.

"You're in Buffalo now?" Emma asked.

His heart did a tiny cartwheel because she knew where he was.

"Yeah, headed to Cleveland next week, then Indianapolis, Springfield, Kansas City, and...I don't know, I lose track after that," he said, chuckling.

"Wow, that's quite a schedule," she observed.

"Yeah. It's a bit much," he admitted.

With a trace of hesitation, Emma asked, "Are you enjoying it?"

"Performing for a live audience is amazing," he said, somewhat truthfully.

"I keep expecting to get bored performing the same numbers every night, but then I view it through the eyes of the audience-the people who are seeing it for the first time-and I get this adrenaline rush that lasts for the entire show."

"That's...great, Will," Emma said, pausing before adding with less enthusiasm, "You sound really happy."

He heard the forced quality in her voice and wanted to tell her about the times he was unhappy, but he had already spun his tale.

"So...tell me about your summer," he said. "What have you been doing?"

"Well, I'm working at the flower shop most days and enjoying it. I mean, sometimes there are annoying customers who insist that I put roses with day lilies and I have to swallow my tongue, but for the most part, working with flowers is actually quite pleasant."

"It sounds right up your alley, Em," he said, smiling as he thought about how he had made a point to choose a running route that took him past a flower shop in each city just so he could put her in a specific setting when he thought about what she was doing during the day.

"And, you're probably not going to believe this, but I've started doing yoga," she added.

"Wow, Emma, that's great!" Will said with coach-like enthusiasm.

"Yeah, and guess who teaches the class?" Emma asked.

"Um, do I know any yoga instructors?" Will asked.

"You know Holly," she answered brightly.

"Holly Holiday is teaching your yoga class?" Will giggled. "That's funny."

"And are you two, um, getting along?" he wondered.

Emma laughed. "Yes. Actually, we've become friends."

"Really?" Will mused. "I'm having a hard time picturing that!"

"Well, it has its interesting moments. We see Shannon a lot too."

Will felt a pang of nostalgia when he thought about their lunches with Shannon.

"How is she?" he asked affectionately.

"She's good. Coaching shot put at some crazy sports camp," Emma told him.

"That sounds about right," he said, grinning as he felt their words flowing the way they used to.

"And I've...I've been seeing a therapist." Emma announced.

Startled, Will didn't know how to respond so he filled the silence with the first words that came to mind.

"Wow, you _have _been busy, Emma."

And with a note of sadness that permanently altered the mood of their conversation, she said, "Yes, intentionally so."

"Me too," he admitted softly.

"I'd like to hear about your therapy, if...you are willing to talk about it." Will said, cautiously.

And that's when Emma opened up to him in a way she never had before.

Slowly, she admitted it was hard. She described how it felt to sit in "the fish bowl," sharing her deepest insecurities, the scars of her decisions, the details of her illness.

It scared him when she called it mental illness, but he listened with admiration as she talked of a process that was draining, yet somehow made her feel more whole. He wished he could reach through the phone and hold her hand while she spoke of medication and desensitization exercises, and not because she needed him. He could hear the new strength in her voice, but his desire to support her overcame him, pushing what began to feel like selfish emotional and physical desires to the side.

Will stifled tears as he realized that her journey was so much more traumatic-the only word that came to mind-than his.

He wanted to hear everything, but he could tell by her longer pauses that she was exhausted.

"Can I ask you something, Emma?"

"Sure."

"Would you consider meeting me in Cleveland?"

The phone grew silent and he waited.

"Um..." she started.

After all she had shared, Will couldn't hear no, so he interrupted before she could complete her thought.

"You don't have to answer now, Em. I just...I would really like to see you."

"Will you think about it?" he asked sweetly.

"Yes," Emma whispered.

They said goodnight, promising to speak again soon.

And the next morning, for the first time in weeks, Will woke up feeling slightly less alone.

-X-


	18. Chapter 18: Time

Emma rolled her head on the pillow and awoke suddenly to the feel of hard plastic against her temple. Groggy from a fitful sleep, she swatted the object away, but not before it dawned on her what it was and how she had interacted with it just a few short hours ago.

A cloud of anxiety descended upon her as she lifted the covers to confirm that she was, in fact, naked.

She replayed what she could remember from their conversation and her heart began to beat wildly. She sat up in bed with her hand to her chest, wondering if this was the time that it would finally conk out. Emma reached for the robe folded neatly on the bench at the end of her bed and used a sleeve to wipe her moist forehead before putting the robe on and walking gingerly to the bathroom.

She sat down on the covered toilet and put a damp facecloth to her cheeks. Her heart was still thumping out of her chest and she began to feel dizzy and short of breath.

Emma recognized the signs of a panic attack and returned to her bed to ride it out. She knew to concentrate on taking deeper breaths and to focus on an object, not thoughts. She chose the green ceramic lamp on her dresser and began to describe it to herself in detail, one breath in, one breath out.

-X-

Dr. Stone always told Emma she could call her at any time. And that's how they found themselves together in her office that Friday morning, a few hours after sunrise.

Dr. Stone sipped tea from a delicate china cup and waited for Emma to talk.

Emma stared at the floor stone-faced, suddenly nauseous as she realized she wasn't ready to discuss her phone call with Will.

"Emma, do you want to talk about what happened?"

"My panic attack?" she asked.

"Yes," Dr. Stone said. "Do you know what caused it?"

Emma shook her head and calmly said, "No."

"Okay. Well what were you doing when it happened?" Dr. Stone prompted.

"I was getting out of bed," Emma answered without elaboration.

"Do you remember what you were thinking about before you felt the anxiety?"

"Um, No. Nope." she replied awkwardly.

"That's highly unusual, Emma," Dr. Stone remarked, head down, scribbling something in her notebook.

Emma glanced at Dr. Stone and felt a wave of guilt-for calling, for lying, for the reason that brought her there. She opened her mouth to speak.

"Dr. Stone, I..."

..."I'm not sure I can talk about this. It's just so embarrassing."

Peering over her glasses, Dr. Stone said, "There's a reason you called me, Emma."

"Yes, but..." Emma looked down again, leaving her sentence unfinished.

"Emma, I'm here to help you. I'm happy to sit here and stare at each other if that's helpful. But I suspect you'll get more out of this session if you tell me what's troubling you."

Emma watched Dr. Stone as she continued to sip her tea, evaluating whether it would, in fact, help to sit there without talking.

"Okay," she steeled herself. "So...last night. Will and I were talking on the phone."

"Mm hmm," Dr. Stone encouraged.

"And I guess I had had a couple of drinks with a certain friend who put some crazy ideas in my head," she added.

Emma leaned forward, elbows resting on her knees, fingers twisting together restlessly while she thought about whether she could say it aloud.

"Will and I had phone sex," she blurted out, quickly covering her face with her hands.

Dr. Stone clapped her hands together in delight and gushed, "Oh Emma, that's wonderful."

Emma pulled her hands away to reveal a look of astonishment.

"What?" Dr. Stone asked, lightheartedly.

"Wonderful?" Emma replied, not amused.

"Yes, wonderful." Dr. Stone declared.

"Doing something like that requires a high level of trust and intimacy. You let him in, Emma."

She considered the doctor's optimistic spin for a moment and felt both pride and revulsion.

"Letting him in gave me a panic attack," Emma lamented. "Not exactly a promising sign."

Dr. Stone nodded her head, acknowledging her concern. "We'll get to the bottom of that, but you should feel proud of the step you made."

Emma fixed her gaze on the fish bowl behind Dr. Stone and took note of the goldfish nibbling at the surface before he became a tiny orange blur.

"I feel like I gave up a part of myself and now I want it back," Emma said quietly, marveling at the words that took shape without her knowledge or consent.

"What did it feel like to give up control?" Dr. Stone asked.

Emma remembered the moment of surrender...when love consumed her mind.

"It was peaceful," she admitted, wistfully smiling at the sweet memory until a more dominant emotion took hold.

"And then terrifying."

"Let's deconstruct that, Emma. What terrifies you?"

"I don't know. It's such a physical sensation. I'm not sure I know what I'm thinking when it happens."

While adding words to her pad, Dr. Stone probed further. "Did that feeling of terror happen immediately?"

"No." Emma puzzled over the sequence of events and figured out what must have happened. "I don't remember talking or even saying goodnight. I think I just fell asleep."

"I guess that explains the phone on my pillow," she surmised.

"So you woke up feeling terrified?" Dr. Stone prompted.

Emma nodded her head.

"Emma, I would like you to try to remember the series of thoughts that led up to your panic attack."

"Okay," she said, clasping her hands together in her lap.

"Well, when I felt the phone next to me, I immediately remembered what had, um, happened." Emma looked up at the ceiling and took a deep breath, trying to quell the feeling of unease.

"I guess I felt self-conscious..." she started.

After a long pause, she added, "and definitely ashamed."

Emma looked up at Dr. Stone and saw her taking more notes, wondering if she answered the question correctly.

What else, Emma? Dr. Stone said, glancing up from her notebook, pen paused.

Eyes returning to the bookshelf, Emma asked, "Does your fish have a name?"

"Yes, his name is Elliot. From E.T," she answered. "Why do you ask?"

"I spend a lot of time staring at him. I just wondered if he had a name."

"Emma, can we get back to your panic attack? You said you felt self-conscious and ashamed?"

Emma wrapped her arms around one knee, crossed neatly over her leg, and sighed, turning her eyes from Elliot back to the rug. She forced her mind back to her waking moments while Dr. Stone waited patiently.

"Maybe vulnerable?" she said softly.

Emma sucked in a ragged breath as her next thought left its mark.

"Alone."

She began to cry quietly.

"Emma, everyone is scared of being alone," Dr. Stone commented, pushing the tissue box toward Emma. "But it seems to be something you struggle with more than most so I'd like to pick up there in our next session."

She nodded as she wiped the unexpected tears from her eyes.

"But now, I think it's time to talk about how medication can help you manage your anxiety."

-X-

Emma drove straight to the pharmacy to fill the prescription from Dr. Stone before heading into the flower shop for her first full day of work. She felt a curious blend of strength and trepidation as she pulled into the parking lot.

As she fished through her purse to touch up her make-up, she noticed her phone blinking and realized she hadn't checked it since waking up.

Her heart raced when she found 2 text messages from Will.

**Hi Em, I'm about to board the plane for Boston and I didn't want to wake you up.**

**I hope we can talk soon about last night, but I want you to know that I thought it was beautiful.**

Emma turned off the phone. Then, she took a deep breath and focused on getting out of the car, one step at a time. The past and future were just too overwhelming to contemplate.

-X-

When she walked into the flower shop, a feeling of serenity enveloped her senses. Alana, the shop's owner, had created a space that felt more like a living art gallery than a retail store. It was a large store and relatively sparsely populated compared with other flower shops Emma had visited. While plants and flowers were arranged in interesting groupings, creatively blending colors, textures and shapes, it was the mood that took center stage. Bright light streamed through skylights and greenhouse windows, filtered first by varied greenery, then softly absorbed by rustic barn board walls and a mottled gray concrete floor.

Antique gardening implements were arranged playfully within the displays, along with traditional yet unique flower shop accessories such as watering cans and bird houses. The air was earthy, but not damp, and water trickled gently over stone from several artsy fountains, all of which could be purchased, presumably by someone whose paycheck was larger than hers.

Emma knew that she wanted to work here the first time she visited when she noticed not a a spec of dirt, a dead leaf, or even a drop of water on the floor. She did wonder about the beams overhead, dotted with plants and garden tools that were undoubtedly in need of dusting, and made a note to ask about a ladder. Her eyes gleamed with industriousness when she considered all of the glass that would need daily Windex-ing.

Alana welcomed her for her first full day in the shop and they set out dividing responsibilities. Fridays and Saturdays were her busiest days as she created and delivered arrangements for a variety of catered weekend events. So while she toiled in the back, she needed Emma to run the retail store. They went over the cash register one more time and when Alana returned to her work, Emma decided her first task would be cleaning the register.

As Emma sanitized the keys with a Q-tip, a familiar face walked through the tinkling door.

"Holly? "What are you doing here?" Emma said, curiously.

"I'm going to teach yoga here!" she replied with typical enthusiasm.

"Excuse me?" Emma asked. "This is a flower shop, Holly."

"I know! Awesome place for yoga, don't you think? Plants, bright sunshine, water fountains, floral scents. I mean, all I need to do is pipe in a little Enya and it will be perfect!"

Emma eyed her skeptically as Alana emerged from the back.

"So you're really going to do this, eh?" she asked Holly.

"You bet! I said I would."

"All right, I guess we can give it a shot," Alana said, shrugging.

"I've already got half of the garden club signed up and I posted signs at the Center Pharmacy, library and post office. I think we're going to have a huge turn out!" Holly exclaimed.

"Well, I hope it isn't huge. We are going to be squeezed for space as it is." Alana replied.

"Oh don't worry," Holly said. "I'll spread them out across the week. I like to keep my classes fairly small anyway."

Emma had waited for the conversation to begin making sense, but she was forced to ask the question again.

"You are going to be holding yoga classes here?"

"7:00am to 8:00am, Monday through Friday," Holly beamed.

Alana turned to Emma. "Since the store doesn't open until 10:00, I figured renting the space might bring in a little extra revenue and possibly expand our customer base in the community."

"Oh," Emma said, unsure how she felt about Holly's unexpected intrusion in her new world.

Alana and Holly talked logistics for a while as Emma donned gloves and tended to the plants. It reminded her of her mornings at McKinley and she enjoyed the comfort of merging old with new routines. And while the flower shop held promise as a serene haven in ways her office never could, Holly's boisterous laugh prevented Emma from achieving any kind of peace.

"What are you up to tonight?" Holly said, chuckling when Emma spun around, startled.

"Um, I help out with BINGO at a nursing home on Friday nights," Emma replied.

"Wow, super fun," Holly said, rolling her eyes.

"How about dinner tomorrow then?" she asked.

Emma's mouth popped open and she struggled to think of an appropriate response to the simple query. Spontaneous invitations always threw her for a loop.

"Um...sure, I guess so," Emma finally answered.

"Great! I'll pick you up at 7:00," Holly smiled.

"And make sure you're dressed this time," she chimed as she breezed out the door.

-X-

Emma returned to her condo at the end of what felt like the longest day of her life. She removed her shoes at the door, but exhaustion trumped the next steps in her day-end routine and she slumped on the couch, willing her brain to stop the slide show of images. Will, panic attack, therapy, medication, new job. Repeat.

She closed her eyes and placed one hand on her belly, its rapid rise and fall keeping pace with the shifting tensions that clamored for her attention.

She wanted to be that person on the phone. She wanted to deserve Dr. Stone's kudos. She wanted to let Will in. But above all else, she wanted to be normal.

Emma knew, without melodrama, that she wasn't enough for him, or for anyone really. She was a work in progress, incomplete. And while she wanted to take, at the moment she felt unable to give.

She finally texted Will back, hoping he would understand that she needed time. And then she cried herself to sleep.

-X-

"Holly, thank you for inviting me out tonight," Emma said sincerely as they reviewed the familiar menu at Breadstix.

Emma didn't understand why Holly wanted to be her friend, but she didn't mind the companionship from someone closer in age. Between the customers at the flower shop, the nursing home, and book club, she had heard more than she needed to know about rheumatoid arthritis.

"Well, I knew this was Will's big night and I figured you would prefer to stay busy," Holly said sweetly.

Emma looked up in surprise. Holly had never struck her as the considerate type.

"That's very thoughtful of you," she responded, touched but guarded, as the waitress arrived to take their order.

Holly requested a bottle of wine before Emma could get a word in. "You'll have some Malbec with me, right?"

Emma nodded, slowly adjusting to Holly's assertive personality, and hoping she wasn't going to pick her entree as well.

They ordered dinner and as the waitress walked away, Holly leaned across the table and said, "So what do you think is going to happen, you know, with him and this Broadway thing?

Even though she was used to Holly's direct style, the question still stunned her. Emma had thought about the topic many times, but she had never spoken the words aloud.

"I think he is going to be wildly successful," she said definitively, projecting more courage than she felt.

"And never come back?" Holly said, unintentionally pouring salt into Emma's wound.

Emma stared at the table and adjusted her fork on the cloth napkin.

"Right," she said, pursing her lips, trying to remain composed.

"Have you ever considered going with him, Emma?" Holly challenged.

"No, no...I couldn't do that," she quickly replied.

"Why not? It sounds so exciting to me!" Holly exclaimed.

"Of course it does, Holly."

"But I am not adventurous like you. I just can't imagine living...that life."

Emma could see Holly's pity and she hated it.

"I'm seeing a therapist," she announced defensively.

"That's great, Emma. Is it helping?" Holly asked, adjusting to the abrupt change in topic without missing a beat.

"I think so, she replied as the waitress arrived with their wine.

Holly proposed a toast. "To therapy!"

"So if you don't mind me asking, what meds do they have you on?" she said, resting her glass softly on a white cocktail napkin.

"Prozac? Zoloft? Lexapro?"

Emma looked quizzically across the table and Holly anticipated her next question.

"I've tried em all at one time or another," she said.

"Oh," Emma answered, not wanting to pry.

"Clinical depression runs in my family," Holly offered.

"Gosh, I never would have guessed." Emma remarked.

With her glass raised to her lips, Holly said, "Yeah, well, that's the point of the drugs."

Emma took another sip of wine, enjoying the warmth in her belly and the deep flavor of the red.

"Actually, I just started Paxil," she volunteered awkwardly.

"Cool. It should kick in in a few weeks."

"You know, yoga can help with anxiety too," Holly continued, the first of what would be several attempts to sell Emma on the idea of attending her class.

Emma ignored her suggestion and moved on to a more pressing question.

"Holly, can I ask you something?" she began.

Holly smiled and said, "Sure."

"I am curious why you are interested in being friends with me. I mean we couldn't be more different."

"Probably because you are willing to ask questions like that!" Holly replied with a laugh.

"Just kidding. It's a good question. I think I have an inexplicable desire to liberate you, Emma."

"Liberate me?"

"Yeah."

"Have you ever had a pajama party?"

"You know, have a bunch of girlfriends over, drink cheap wine, eat junk food, watch chick flicks, and stay up all night talking about sex?"

"No, and I cant say I have ever wanted to," Emma lied. The truth was, she had never been invited to a pajama party.

"Really? Well, I think it might be time." Holly declared with a wink.

-X-

"Do you think I did the right thing?" Emma asked Dr. Stone at her next appointment.

"Does it feel right to you?" Dr. Stone replied.

"I'd like to know what you think," Emma said.

"Emma, I'm never going to judge your actions. The only person who needs to feel good about them is you. So how does it feel to you?"

"It's fine. It's fine." Emma responded blankly, eyes shifting from Dr. Stone to the bookcase behind her.

"Did you feed Elliot yet?" Emma asked.

Dr. Stone sighed quietly. "No, would you like to do it?"

"Yes," she said, rising from the couch and walking over to the bookcase.

"You know, I used to have a pet guinea pig," Emma mentioned, as she sprinkled a bit of food into the bowl.

"He lived in our classroom all year long and at the end of the year, my name was picked out of a hat to take him home for the summer."

"The class had named him Speckles, but I changed it to Velvet because _The Velveteen Rabbit_ was my favorite book."

"He died in my care and I haven't had a pet since," she said as she returned to her seat across from Dr. Stone.

"I'm sorry to hear that, Emma."

"It's okay. Pets are dirty anyway."

"You know, Emma, sometimes I'm going to ask you to talk about things that are painful."

"Yeah, I've noticed," Emma replied, recognizing that her path of avoidance was a dead end.

"Last time we spoke, you described an intimacy-building experience with Will. Since then, it sounds like you decided you need space from him."

"Can you tell me why?"

"Yes. I needed to get off the roller coaster," Emma said firmly.

Pleased, Dr. Stone followed up with, "Okay, that's good. Say more."

"There are days when all I think about is my wedding to Will. I imagine every little detail, down to the boutonniere on his jacket."

Emma paused, smiling sweetly. "It's a yellow orchid, in case you are curious."

She stared out the window as she spoke longingly about her dream.

"And on those days, if I see him or talk to him, all I can think about is how much I love him. If he as much as smiles in my direction, I imagine tackling him to the ground and begging him to make love to me wherever we are. Teachers lounge, hallway, parking lot, doesn't matter."

Emma laughed at the silliness of her confession. "For a virgin, you'd be surprised how vivid my fantasies are."

Dr. Stone smiled encouragingly.

"It's almost like I'm in a trance. And then I snap out of it."

Carefully, Dr. Stone asked, "What happens when you snap out of it?"

"I realize who I am, and my limitations, and I put the fantasies back where they belong. I've always been good at doing that. If I just tweak my expectations a little bit, I can be quite happy with occasional trips to an imaginary world."

"Ah," Dr. Stone said. "What do you think it would feel like if your imaginary world became real?"

"Too much," Emma answered decisively, as if the response was a daily mantra.

"So far, you've described loving a man, wanting to make love to him, marry him...nothing unusual so far. What's too much, Emma?"

"He's unavailable so it doesn't matter," Emma snapped, her eyes glazing over with a cloudy layer of resistance.

Dr. Stone stared at her for several minutes, but Emma refused to make eye contact.

Concluding their session, Dr. Stone said, "I'm not going to push you to talk more about your fear of intimacy, Emma, but I hope you will do more thinking about my question for next time."

-X-

It didn't take Holly long to convince her to try yoga. Emma allowed her to believe it was her persuasiveness, but she had a more practical reason. Every morning, she woke around 5:00am and after eating, showering, and getting dressed, she still had at least three hours to kill before work. And idle time meant she was alone with her thoughts of Will, alone with her pain.

So she started attending Holly's early morning yoga class and discovered she loved it.

Dr. Stone was thrilled for therapeutic reasons, but Emma was more interested in the physical aspects of yoga. Although she had always been coordinated, she hadn't participated in athletics since she was a child. Thus, exercising had never been much of a consideration, and her gym activities were limited to a few step aerobics classes in college.

The point in yoga, just like in some of her desensitization exercises, was to focus on the body and not the mind. As someone with a running internal monologue, and possibly a few crossed wires, Emma found it relaxing to think only about her physical being. She loved the challenge of holding a pose, of feeling her muscles burning and concentrating on balance. She even loved the sound of the word balance. It made her feel calm and in control.

With a little help from Alana and then Emma, Holly created a beautiful setting in the flower shop for yoga. She limited the class to six people and gave each her own private space, surrounded by life. She led the class in an authoritative, yet soothing style, allowing each student to follow their own body rhythms, while keeping the group together in spirit.

Emma had never felt as free as she did when she was doing early morning yoga, and her affection for Holly and her job at the flower shop grew by association. So when Holly approached her after class one Friday morning, Emma happily agreed to host a pajama party the following night.

-X-

Emma couldn't believe she agreed to host a pajama party. She had never had friends sleep at her house, never mind colleagues. She dusted her coffee table for the third time since arriving home from work as she wondered why she still classified Shannon and Holly as colleagues. They spent every Thursday night together at _The Burr_ and often made plans on Saturday nights as well. She saw Holly every weekday morning for yoga, and traded emails with Shannon almost daily.

Dr. Stone casually referred to them as her friends and Emma had never corrected her, but given her lack of experience with female friendships, Emma wasn't sure whether they would have labeled themselves that way.

The intercom buzzed, interrupting her internal debate, and she pressed the button to unlock the front door. Emma opened her door and peeked out to watch Holly and Shannon climb the stairs to her floor, bags in tow.

"Hey Em!" Holly shouted, ignoring Emma's alarmed, "Don't disturb the neighbors!" expression.

Shannon laughed, seemingly always amused by Holly's outrageousness.

With respect for Emma's tidiness, Holly stripped off her shoes at the door, dropped her overnight bag, then walked directly to the kitchen holding a grocery bag, assuming the others would follow.

She set the bag on Emma's counter and began to unpack its contents.

First, she pulled out a jug of white wine. "Ernest and Julio Gallo's finest Chablis."

"Cheap wine. Check."

"Oh my goodness, that's a large bottle," Emma commented, eyes bulging.

Next, she unpacked two pints of Ben & Jerry's "Chubby Hubby" ice cream, one pint of sorbet, a box of microwave popcorn, and a giant bag of peanut M&Ms.

"Junk food. Check."

Finally, she held up two movies: "Bridget Jones's Diary" and "Bridget Jones: The Edge of Reason."

"Chick flicks, one much better than the other if you ask me. Check."

Delighted, Emma said, "Oh, I love Bridget Jones!"

"Got any "Terminator" in there?" Shannon asked. "I hate chick flicks."

"This is a pajama party, Shannon. Chick flicks are an essential ingredient!" Holly joked.

"Speaking of which, it's time to change into our jammies!" Holly announced, as she walked back toward the door for her bag.

Emma's eyes widened and she looked to Shannon for guidance.

As usual, Shannon shrugged her shoulders, acquiescing to Holly's plans, and said, "Come on, Em, might as well go along for the ride!"

-X-

Donned in pajamas, they settled in front of the TV with a big bowl of popcorn and three large glasses of wine.

"Ugh, this wine is terrible!" Shannon complained after one sip.

"You're lucky I didn't bring Mad Dog. That's what we used to drink in high school," Holly said.

"You drank in high school?" Emma gasped.

Holly rolled her eyes. "Haven't we already covered this territory, Emma? Yes, I drank, I smoked, I had sex-with a teacher I might add-and some nights, I didn't even do my homework," she teased, as she took a gulp of the jug wine.

Emma took a drink of wine and reminded herself not to judge.

They put the movie on, but hardly watched. Emma talked about her love of Jane Austen and Colin Firth, while Holly lusted after Hugh Grant. Predictably, Shannon stated a preference for action heroes, but finally admitted to a crush on Matt Damon, who she joked about outweighing by 100 pounds.

Holly quizzed Shannon on her love life in a surprisingly sensitive way. Shannon was open about having limited experience and Holly jumped in with plenty of advice, the best of which was her observation that sporty guys tend to go after beer commercial girls, and that maybe Shannon should be trolling in the gaming crowd instead. They all broke into a fit of laughter when Holly said, "Those Dungeons & Dragons guys can be pretty sweet and medieval weaponry is hot!"

"What would you know about gaming types, Holly?" Shannon asked, still giggling.

"Oh, I don't have a type, especially lately. Ever since I started teaching yoga, my sex drive has gone through the roof!"

"How is that even possible?" Shannon said.

"I know, right?" Holly laughed.

"There's something about it that just makes me so horny," she admitted.

"Is it like that for you too, Emma?" Holly asked, as casually as if she wondered whether Emma preferred milk or dark chocolate.

Emma averted her eyes as her cheeks became flushed and a silly grin erupted on her face.

"Oh my god, it's not just me!" Holly yelled triumphantly, ignoring her friend's embarrassment.

"Okay, okay, I'll admit I have noticed a certain increased _awareness_ of my body lately," Emma confessed sheepishly.

"And would you be sharing this new _awareness _with Mr. Schuester, perhaps?"

Emma stared at the wall, suddenly saddened by the reality that she hadn't and shouldn't, and shook her head before taking another sip of wine.

"Come on, Emma, are you trying to tell me it never came up in all those phone conversations you used to have?" Holly asked, incredulously.

If she hadn't had a few glasses of wine, Emma may have been able to hide it, but Holly saw her smirk immediately.

"You have! You had phone sex with Schue!" Holly laughed, as she clinked glasses with Emma.

Emma resolved to take an acting class. This "open book" thing with Holly was getting ridiculous.

"I'm impressed, Girl. I didn't know if you had it in you!"

"So how was it?" Holly demanded with a sly grin.

Emma's eyes lit up in a way they hadn't since that last conversation with Will and she admitted to her friends that it was incredible.

-X-

When Will texted her the next day, Emma replied immediately. She hadn't made a conscious decision to reconnect with him, but for once, she allowed her heart to make the call.

It was awkward at first. They had a lot of catching up to do and she felt the distance acutely. She listened as he described how much he adored what he was doing, and although she loved hearing the joy in his voice, she couldn't deny her selfish disappointment.

Possibly trying to pull him back into her world, she began to ramble about life in Lima. Before she knew it, she was sharing intimate details about her therapy, and he was responding with the loving support that she had denied herself for one lonely, painful month.

Emma felt a familiar rise and fall in her heart when Will asked her to visit him, worried that even if she was ready to take a step toward him, he appeared poised to step in the other direction, toward a dream that didn't include her.

-x-

**AN**: Sorry for the lengthy chapter with no Wemma goodness, but I'll make it up to you in the next chapter. I had to cover a lot of ground with Emma since her journey is more complicated than his and a month is a long time! My goal was to set her up in a place that would make a trip to Cleveland credible, but it was more difficult than I thought it would be, so I apologize if this chapter feels rushed and/or choppy.

And to give you a small hint about where things are headed, the next chapter is tentatively titled "Road trip."

I'd like to thank all of my regular reviewers for your support. This is turning out to be such a nice community of fellow Wemma fans and writers. I get so excited every time I get a review alert from FF and I am always amazed that you take the time to add such thoughtful comments. It means a lot.


	19. Chapter 19: Road Trip

"Road trip!" Holly shouted, causing people on either sides of their booth at _The Burr_ to snap their heads around, most of whom continued to stare at the beautiful blonde with the big mouth.

"Holly!" Emma growled in a hushed tone. "We are _not _taking a road trip to Cleveland!"

With a playful glare, Holly turned to their companion for support. "We SO are, aren't we, Shannon?"

Shannon smiled without answering, eyeing Emma protectively.

Emma's slight grin told Shannon everything she needed to know and she winked at Holly, subtly authorizing her to continue.

"Emma, he wants to see you. Come on, Girlfriend, you have to go!"

"I can't go," she said.

"Why not?" Holly asked.

Emma crossed her arms, resting her elbows on the table, and replied, "I'm just not ready."

"Ready for what, exactly? It's just a friendly visit. And you get to decide just _how_ friendly," Holly leered at her.

Emma responded with a smirk she reserved for Holly alone.

"Besides, we'll be there for back-up, you know, in the event you decide not to jump his bones."

"For a reason I couldn't possibly fathom," she added, not so under her breath.

"Holly," Emma said seriously, "You know this isn't physical. I'm worried about holding him back from a life that is making him happy."

"He's a big boy, Emma. Why don't you let him make his own decisions?" Holly snapped back.

"How do you know he's happy?" Shannon piped up gently.

"He seems happy." Emma replied, taking an unenthusiastic sip of beer.

"Well, maybe you should go check?" Shannon suggested tentatively.

Emma paused thoughtfully while Shannon looked at Holly with hope.

"Yeah, let's go check!" Holly said.

"Holly, I'm not sixteen. I don't need a chaperone."

"Please tell me you didn't have a chaperone when you were sixteen," Holly chided, causing Emma's Holly smirk to reappear.

"Wouldn't it be a little weird for me to bring you along? Emma asked, intrigued by the idea and hoping Holly could defend it. "I am not sure that is what he has in mind."

"Oh, I assure you it is _not _what he has in mind," Holly retorted, "but if it gets you to Cleveland..."

Once again, Emma looked to her rational friend. "Shannon, what do you think?"

With a captivated glint in her eye, she replied, "When do we leave?"

-X-

Emma's resolve to see Will didn't crash over her like a wave. The night after they spoke, she laid still in her bed, quiet in her mind, as she felt the tide come in. It was a subtle directional shift, gentle, yet irresistible pressure easing its way around and then over obstacles, slowly covering the unsightly and engulfing the emptiness beyond.

She had tried not to need him, but through the slightest of openings, her needs tiptoed into the room.

Emma couldn't think about his smile without also dreaming of his touch. And that night, they didn't start cuddled on a blanket by a lake or holding hands across a candlelit table, unveiling their desires one whisper at a time. In her dreams that night, they began tightly entwined in a hotel bar, melting into an embrace so intimate, observers could only turn away.

_Take me upstairs_, Emma demanded, her double meaning fully understood as Will grasped her hand tightly, assuming the lead. Their first kiss did not happen softly, amidst tender "I missed you's" and loving gazes. No, this kiss took place with her back pressed fiercely against the wood paneled elevator wall, arms and hands recklessly exploring fabric and skin, mouths crashed together in certainty of purpose.

Emma's fantasy began and ended with an embrace, the kind that changed her in the moment and forever after.

-X-

Flat, gray light entered her bedroom in the morning, daring uncertainty to greet the day. Emma watched the ceiling fan rotate and returned to the hotel room of her dreams. Her entire body tingled and she turned over on her belly, stretching her arms and legs across the soft linens, absorbing their cool purity with a serene smile.

-X-

Dr. Stone was busily watering plants when a perky Emma appeared in the doorway for her evening appointment.

"Hi Emma. How are you today?" Dr. Stone chirped, herself cheery from a victorious tennis match earlier that afternoon.

Holding her secret captive for a few more moments, Emma walked purposefully to the couch and sat down before turning to Dr. Stone and revealing the answer behind a warm grin. "I'm good. Really good."

"Wow, I can see that!" Dr. Stone replied, grabbing her leather folio from her desk and dashing to her chair across from Emma. "Tell me more."

Emma edged herself forward on the love seat and raised her hands in the air animatedly. "Okay, so you know how mornings are my most difficult time?"

"Yes, but I thought yoga had really helped with that?" Dr. Stone clarified.

"It has. It has," Emma affirmed. "But this morning, I actually woke up feeling _relaxed_."

She appraised Dr. Stone's reaction with hope and dread, relieved to see a smile, which she returned gratefully.

"I've never done this before, but I just laid there in bed, waiting for my muscles to constrict and my head to buzz - the way it always does when I see that the sun is up before me."

Emma paused for dramatic effect.

"And nothing happened," she beamed as her hands burst open in giddy triumph.

Dr. Stone raised an interested eyebrow and lifted her pen as if she planned to write something but then forgot.

"Well, I guess I got a little tense wondering why I wasn't tense, but after yoga, I was fine," Emma added, laughing at herself.

Dr. Stone laughed too.

"That's great, Emma! So what do you make of it?"

"Um, I don't know. I guess I'm confused."

"What is confusing to you?" Dr. Stone wondered.

"Well," she started thoughtfully, "I expected to be a bundle of nerves today. I expected to be sitting here begging for your opinion - which I know you wouldn't provide - on whether I should go to Cleveland to visit Will." Emma said, scrutinizing Dr. Stone's expression for a trace of her opinion anyway.

Dr. Stone set her pad aside and folded her hands together in her lap, taking a moment to catch up.

"Wait, Will asked you to meet him in Cleveland?"

"Yes," Emma replied with the beginning of a smile.

"And?" Dr. Stone said, a perceptible hint of hope in her voice.

Emma sat back confidently in her seat, joy and determination lighting up her features, and happily reported, "I'm going to go. I'm certain of it."

Perhaps projecting the question she wished Emma would ask her, Dr. Stone said, "Are you surprised?"

Emma scrunched her nose in an expression Will had once called cute and said, "Yes, and scared."

"What scares you?"

"Oh god, so many things...but if it's okay with you, I'd rather not discuss them just yet. I don't want to talk myself out of going."

Dr. Stone considered the request like a Clinician, then offered what Emma smugly interpreted as a ringing endorsement by saying, "Emma, I am thrilled for you."

Exactly the words she needed to hear.

-X-

Emma sat in the back seat of Shannon's SUV, relieved that Holly was playing DJ as the rear speakers drowned out any opportunity for conversation for much of their trip to Cleveland. Like music trampling on the silence, her excitement was eclipsed by fear.

She tried to hold back the anxiety by remembering her sweet conversation with Will in which he received her news with shock then elation before Emma could even take a breath. She didn't realize he was such a planner but within minutes, he had ironed out all of the details of their two-night stay, promising to secure a room in his hotel and three tickets to Saturday's matinee. He wouldn't have a lot of time between performances, but he filled every minute with ideas and promised to show them a great time.

Emma's stress returned when her mind traveled to expectations unstated and dreams unfulfilled.

-X-

They pulled into the hotel parking garage at 9:00pm, giving them just enough time to change and freshen up before heading down to the designated meeting place in the hotel bar.

After checking in, they rode the elevator to their two-queen room and surveyed the space, or lack thereof. It was decided that Shannon would get her own bed and Holly would share with Emma. Holly figured it was a good bet since she was counting on Emma sleeping somewhere else. Emma's reaction to that speculation was somewhere between deer in the headlights and nervous wreck so Holly kept the rest of her lewd thoughts to herself.

She looked Emma up and down, noting the sunshine yellow button-down cotton blouse paired with a white skirt, also made of cotton, also festooned with buttons.

Holly lifted her suitcase onto the bed and popped it open.

"So...is that what you are wearing?" she asked.

"What's wrong with what I'm wearing?" Emma asked grouchily.

"I think I can work with the skirt, but the shirt must go," Holly announced.

She began to dig through her suitcase. "May I suggest something with a little more sex appeal? she said, lifting a sexy black tank top out of her suitcase and draping it across her frame suggestively.

"Ugh," Emma groaned, turning away in disgust.

"Oh come on, Emma! You haven't seen him in, what, six weeks? Don't you want his eyes to bug out of his head?"

That was close to the reaction she had imagined, although she didn't think it would require exposing more skin. Then again, it couldn't hurt, she thought. And it had been seven weeks, not six.

"I never wear that color and I don't think Will would like it anyway," Emma countered.

"You never wear black?" Holly repeated in disbelief.

Emma shook her head.

"Okay, I think I have one thing that isn't black. How about this?"

Holly walked over and held up a navy top against Emma's torso.

"This will be perfect. Try it on."

-X-

Emma emerged from the bathroom in Holly's top and walked straight to the mirror, nervously adjusting the sleeves, if you could call them that, that didn't seem to fit on her shoulders.

"Here, let me fix those," Holly said, as she pulled the sleeves off of Emma's shoulders, a band around each arm forming a straight line across her breastbone.

"You are going to have to lose the bra, Em."

Emma's eyes widened and she shook her head.

"Don't worry, the top is lined," Holly assured her as she led her back to the bathroom. "And your girls don't need much support. It will look great!"

Alone in the bathroom, Emma removed her bra and stared at the woman in the mirror with the courage to wear another person's clothing. She ran her hands down her sides, taking in the feel of the alluring material, but instead of wondering how the fabric had been washed or whether it had been worn before, she thought about its caring owner. She raised her shoulders proudly and smiled at her reflection.

She emerged from the bathroom a second time with one less item of clothing and one more layer of confidence, and not because she looked "hot," in Holly's words. Emma's confidence came from the realization that she had two friends who were giving up their weekends just to be there for her. She began to tear up as she considered telling them how grateful she felt, but Holly preempted her.

"Dear god, hold it together, Emma! We don't have time to reapply your make-up!"

They all laughed, appreciating more than ever Holly's ability to defuse tension.

"Are you ready?" Shannon asked Emma as she stood in front of the mirror again, smoothing her cute a-line skirt against her thighs and spinning to admire the fusion of urban sexy.

Taking a deep breath, she said, "Yes, I'm ready."

-X-

Emma stopped in her tracks just a few feet inside the door of the hotel bar, absorbing the ambiance that did not match her fantasy at all. In place of mellow jazz rhythms were loud dance beats. Amber sconces, honeyed walnut, and warm leather were nowhere to be found in a dark sea of granite and chrome, pulsing with bodies under scant fluorescent light. Holly swept past her, making a beeline for the bar, promising to return with appropriate cocktails.

Shannon took Emma by the arm and led her away from the bar, selecting a table by the window that promised fewer milling bodies and slightly muted thrumming.

"How are you doing?" Shannon yelled to be heard as they sat on stools at the round, bar height table.

"For someone with a pretzeled stomach, I'm okay, I think," Emma replied, leaning forward to speak close to Shannon's ear.

"Pretzeled?" Shannon chuckled loudly. "I like that!"

Emma smiled tightly, then trembled as the pretzel performed a somersault to announce Holly's arrival with three exotic cocktails.

"Pineapple mojitos! House special. Sounded interesting," she said, setting the fruit garnished glasses on the table.

Emma reached for hers with a napkin and casually removed the pineapple slice before raising the glass to her lips. Any relaxation agent would have been sufficient, but this one tasted pretty good.

Emma saw Will before he saw her. He walked through the glass doors like a 6-year old on Christmas morning, full of energy and unfettered anticipation. Like a magnet, his head turned first in her direction and she saw fire leap into his eyes. Later she would wonder how much of that fire belonged to her and how much of it to the theater he had just left, but as he dashed toward her, her anxiety left her body like a bundle of balloons untethered and she launched herself into his arms.

Will chuckled and sighed at the same time, closing his eyes and inhaling deeply as he wrapped his arms tightly around her back. Emma stood on the balls of her feet with her arms around his neck, lifting her chin above his shoulder while he hunched over to collect as much of her body into his. Emma giggled with delight even though she could hardly breathe, trying to commit to memory each sensation from the strength of his palms clutching her waist to the musky afterglow of stage lights at the nape of his neck.

Will released her to drink her in, and spoke their first word.

"Emma," he said, infusing her name with meaning that would forever alter its melody.

"Hi," she gushed, equally captivated as they stood apart, hands still entwined.

"Awkward," Holly coughed.

Without taking his eyes off Emma, Will's smile turned sarcastic and he said, "Well hello, Holly."

Shannon cracked up and Will reluctantly dropped Emma's hands to give each of his friends an appreciative bear hug.

"It's great to see you guys!" Will said sincerely as he sat down on a stool and reached over for a sip of Emma's drink.

"So how was the show tonight?" Holly asked.

"The audience was great! I think I was so jazzed about seeing you guys that I gave them one of my most inspired performances!" Will said, nearly bouncing in his seat.

"Better save some of that juice for us tomorrow!" Shannon joked.

"Oh, I will," he said, looking meaningfully to Emma.

"Okay then, so we'll see you for breakfast, right?" Shannon said, draining the last of her mojito.

Will eyed her quizzically.

"I don't know about you, Holly, but I'm exhausted," Shannon announced.

"Oh yeah, long drive," Holly added, stretching her arms above her head and yawning for effect.

Will grinned slyly at Emma who was trying her best to appear uninvolved in their obvious scheme.

Brief good nights were exchanged and Emma and Will found themselves alone in what was still a loud, crowded bar.

"Do you want to go for a walk?" he asked, reading her mind.

"Yes," she smiled.

-X-

As soon as they walked out the door, Will took Emma's hand in his.

"Is this okay?" he asked.

She smiled again and nodded, tucking her hair behind her ear with the other hand.

The wind blew aggressively through the narrow corridor between buildings and Emma's teeth chattered, a combination of nerves returned and an unexpected chill in the air.

Will stopped in the middle of the sidewalk and wrapped her in his arms. Surprised, she stiffened, glancing around self-consciously. He squeezed her tighter, and when he spoke softly into her ear, "I didn't realize how much I missed you, Emma," she melted into his form, a realization of her own coming into focus.

"Maybe it's too chilly for a walk?" he observed, relaxing his arms and letting her go much too soon.

"Do you mind if we go next door for a bite to eat though? I'm famished," Will said.

"I'm not hungry, but I'd love to keep you company," she replied.

-X-

Emma lost herself and her way in the conversation that followed. She had been so sure that she was not ready, he was not ready, that the timing was all wrong. Yet they sat across from each other in a tired burger joint, reconnecting in so many ways it hurt.

He demanded updates on the kids, McKinley, and Lima in general. She stretched for things to tell him as every tidbit yielded a smile, a laugh, or an anecdote. She didn't feel like discussing her therapy over french fries, and he was sensitive enough not to ask, but they discussed her job, yoga, and her social life, including the pajama party, which made him laugh the hardest.

When the conversation turned to his summer, Emma began to feel possessive of the light in his eyes. She wanted to pretend it was dimmer when he talked about the stage. She wanted to believe he couldn't love anything as much as he loved the life he had, the life that included her. But the more he talked, the less she could believe her lie.

"It's weird to feel like one of the kids instead of the teacher," he was saying as Emma wondered how much scrutiny he had applied to his career direction. Without prompting, he admitted he had avoided thinking about it too much, then allowed himself to reflect with her.

"I spent so much time over the last two years wanting things I couldn't have, Emma."

She looked down in shame, wishing she could turn the clock back and make a new choice, a choice that wouldn't tear his heart into pieces.

"I finally have something I have always wanted. And though it isn't perfect, it feels like something I earned and something I can truly own," he said softly, turning his eyes to the table, ashamed by his selfish admission.

"I understand, Will. I do," she responded, coaxing him with her supportive tone to raise his eyes back to hers. "You _have_ earned this Will. And you owe it to yourself to take the time to make sure it's the right choice."

She wanted to know what was behind the sadness in his gaze, yet she didn't want to know.

-X-

The dull ache in Emma's chest caused her to grow quiet as Will guided her out of the restaurant and back toward the hotel.

When they entered the lobby, he stopped her and said, "Em, I'm not ready for this night to end."

She wasn't ready for the end either, and she wished it was only the night she was thinking about.

"We could go up to my room, I suppose...just to keep talking. I'm not suggesting anything..."

"Okay, sure," she said, cutting him off before he could conjure the right words to hide what she assumed he was thinking.

-X-

"Are you sure you should be up this late? Emma joked, filling the silence as they rode the elevator to the 12th floor. "We're expecting you to be in peak form tomorrow, you know."

Both laughed louder than was warranted, happily releasing the tension that had descended upon their conversation at dinner.

When they walked into the room, Emma excused herself to use the bathroom after which Will did the same.

He laughed curiously when he came out of the bathroom to find Emma seated on the end of his bed, covers folded all the way down, exposing only sheets.

"What...?" he started, unable to finish his question before she explained herself.

"The sheets are the only clean part of a hotel bed, Will. Did you know they never wash the coverlets?"

"I'm sure you will be surprised to learn that I've never thought about it," he said, plopping himself down next to her, appraising the bounce.

She self-consciously searched his eyes for judgment and saw only affection. He was searching hers at the same time for something entirely different.

"Emma, can I kiss you?" he asked innocently, as if he needed to borrow a cup of sugar.

"Are you sure that's a good idea, Will?" Emma whispered in reply, suddenly hoping it was.

"I'm pretty sure it's the best one I've ever had," he smiled, studying her reaction as he reached for her neck, threading his hand into her hair and pulling her toward him.

And with lightness in their hearts, they kissed.

Slowly, tenderly, beautifully.

It was the sweetest kiss Emma had ever known...and also the saltiest.

They parted to exchange silly grins, silently acknowledging the perfection of the gesture that was glaringly overdue.

"You taste like french fries," Emma remarked.

"You say that like it's a bad thing," he teased, returning his mouth to hers for a hungrier kiss before offering his own commentary.

"And you taste like...Did you just brush your teeth?"

"Yup."

He grinned widely as he reveled in the familiar, the essence of his Emma.

His lips moved to the curve where her neck met her shoulder blade. "I have been wanting to kiss you here since the first moment I saw you," Will said, shifting to a more serious tone that Emma found instantly arousing. The next day, she would wonder whether this was the moment when she should have stopped him and whether it would have made a difference, but as his soft, warm lips traveled up her neck to her chin, she gave herself completely.

Their next kiss was different than the first. It began slowly, but when their tongues collided, Emma let out a soft whimper and Will's attentions became fevered. He held her face tightly to his, allowing his mouth to express untamed his years of love and longing. She responded with a low moan, gripping his neck with one hand and placing the other gently over his heart before pulling back abruptly, stunned by her passion.

Into his expectant eyes, as if she had forgotten to mention something critically important, she finally told him what she had always known.

"I love you, Will."

She waited as wonder filled his world, speechless. Emma swallowed a gulp of air and smiled with hope and fear.

Will felt only hope, and while caressing her cheek, he choked, "You do?"

Emma bit her lip, a yes in her eyes, and a nod of her head to assure him it was true.

"I love you too, Emma," he said, cradling her face in his hands and returning to her lips reverently.

**-X-**

**AN: Sorry to end here, but my brain is frozen and I'm guessing you'd rather read another installment than wait for the thaw. :) This chapter was really hard to write because while Emma is progressing, she is still very conflicted. I hope that came through. Reviews much appreciated.**


	20. Chapter 20: Night

Emma floated in Will's arms, uplifted and unburdened for the precious minutes she collapsed into everything that was real. His grateful kisses and worshipping touch pressed at the door of all she had yearned for, all she had denied. Sounds of desperation and delight surrounded their tangled form, the exposed urgency of raw need.

It was when Emma began to appreciate Will's tendency to lead with his heart that she knew she had lost her quest to remain aloft. Darn head.

"Wait a minute," Emma said, interrupting their kiss with curiosity. "You didn't know I loved you?"

Will grinned mischievously, only half distracted from her lips.

"Of course I did," he declared, returning to her neck just below her ear, a spot she had already noticed held great allure for him. She raised her chin and closed her eyes, discovering bliss as he sucked on her pulse point.

"Do you trust me, Emma? he whispered.

She opened her eyes slowly to find his, and in them the love he was unable to contain. She nodded her head, mesmerized.

"Don't move," he said, deliberately stepping around her. She could feel the heat of his body mere inches from her back as Will tenderly pulled her hair aside and leaned in. He lingered above her skin, his hot breath a promise on her neck. But instead of his lips, he touched her with just a fingertip, running it slowly down her spine to the edge of her shirt and then back up to her shoulder. He fanned his hands across her freckled shoulders and barely grazing her flesh, brushed his hands down her arms, leaving goosebumps in their wake.

She was reminded of that first time during yoga when she was able to free her mind of sweaty, gritty mats and embrace the solitude of movement.

"Emma, you're beautiful," he told her as he pulled her into his chest and squeezed his arms around her waist, sighing in drowsy contentment.

He was too perfect. This was too perfect. Emma squirmed, her mind wresting control from the body that was trying to dream.

"Will?"

"Mmmm?" he responded, recklessly unaware of her struggle.

"I think we need to stop," Emma said.

Will loosened his arms and spun her around.

"I'm sorry, Em. Did I do something wrong?" She could see the hurt in his eyes.

"No, no, not at all," she assured him, looking away to escape the intensity of his alarm.

Emma sat down on the bed, holding her sides tightly with shivering hands.

"What is it, Emma?" he asked, settling down next to her.

"I am trying, Will. I am trying not to think and just be with you, but..."

"...I keep remembering that I have to go back to Lima and you are going to be traveling for who knows how much longer. And when you are done, you will probably return to New York, and I can't, I just can't..."

Emma took a gulp of air as if she was beginning to hyperventilate.

Will wrapped his arms around her, rubbing her back vigorously as he tried to calm her.

"Whoa, whoa, slow down, Em. Breathe. Okay? Breathe," he whispered lovingly in her ear.

His voice soothed her mind and relaxed her tight muscles. She worked to center herself in the place of peace he found so easily.

When he unfurled his arms minutes later, she met him with a warm, placid gaze.

He said, "Sweetheart, I love the way your brain works, and I can't wait to dissect this with you from every angle, but right now, tonight, I just want to climb into bed and hold you in my arms until morning."

And with his patented sheepish grin, he added, "Please say yes."

Emma didn't process the request immediately, she was so taken by the 'Sweetheart.' There was something permanent about it, something that ratified her status as his forever love.

"But...I have nothing to wear," she responded, the easiest words to surface in a puddle of worries.

"Exactly," he replied cheekily, until he saw the flash of panic in her eyes.

"Em, I'm just kidding. Please don't get upset. You can wear one of my t-shirts. I think I have at least one clean one."

She smiled, not upset, just nervous.

"What about Holly and Shannon? They are expecting me," she threw in half-heartedly.

Will raised his eyebrows comically. "Um, I don't think they are expecting you, Emma."

Her cheeks reddened as Will grabbed her arms and placed them around his shoulders, settling his own hands on the back of her waist. Her heart fluttered at his serious expression and then glistened with joy when he said, "Em, there is nothing I have dreamed of more than waking up next to you."

-X-

When Emma slipped under the covers wearing only panties and Will's black t-shirt, he pulled her body sweetly into his, curling himself around her back, resting his arm over her waist and lacing her fingers in his, erasing in one gesture the awkwardness that had descended on the room as they navigated the unfamiliar intimacy of sharing clothes and a bathroom only steps away from a giant bed.

She knew he was taking care not to touch her in a sexual way, which amused her since his proximity alone caused her entire body to pulse with desire. She laid still for several minutes, trying to enjoy the coziness, but every time she felt his warm breath on the back of her neck, she craved his touch.

Once she made up her mind, Emma turned slowly in his arms, feeling his questioning gaze and hesitant adjustment as his arm came to rest softly across her belly. By the light flowing under the bathroom door, she watched his expression shift from concern to desire when she lifted his hand and placed it over her breast, inviting him, only him, to feel her unwavering trust.

His eyes darkened and he studied her with wonder. She closed hers and arched her back, already imagining how it would feel to have his hand directly on her skin. He cupped her gently over the cotton fabric, her excitement magnifying with each move of his palm. A faint moan escaped her lips when he brushed his thumb across her nipple for the first time.

Will watched intently and listened, moving his hand slowly to the other side and repeating the movement that thrilled her. Emma reached for his neck and pulled him down to her mouth. Her hands roamed his face, then his back, unsettled by passion and a growing urgency to know more.

Emma moved her leg toward Will's lower body, the half he had been withholding discreetly. When the top of her knee grazed the front of his boxers, his breath hitched in her mouth and he pulled away.

"Stay," she whispered, striking a confused tone between command and invitation.

Will looked hopefully into her eyes, then inched closer to her, shutting his eyes and moaning softly when she met him halfway with her smooth thigh. He moved against her ever so slightly, causing her to envision him thrusting above her like she had so many times that summer. There in his bed, she was both fearless and fearful as she learned of raging lust.

Her mind had wandered to that most electrifying, vulnerable moment on the phone when Will interrupted with a hint of desperation to ask, "Emma, will you tell me what you are thinking?"

"I'm thinking about what it was like to hear you," she responded, newly confident and curious.

Exhaling with relief, he said, "Oh god, Em, that was incredible. I still think about it all the time."

Emma shuddered with excitement knowing that he had been thinking of her as she had been thinking of him.

"Will you show me...?" she trailed off, biting her lip as she searched for the words that may have been easier to say if she wasn't held captive by his anticipation.

Will dove for her lips, overwhelmed and unsure, needing to feel her complete thoughts inside him. Her hands moved quickly to his waist and she pulled at the hem of his shirt. He sat up, lifting the shirt easily over his head and placing it next to his pillow. Emma stared longingly at his bare chest as he returned to the mattress on his back, breathing heavily, waiting for the next surprise.

She turned on her side, propping her head with her hand, hair falling loosely to her elbow, tickling Will's shoulder along the way. She ran her free hand over his abdomen, feeling the lovely muscles constrict at her touch. His chest hair was soft and curly and he giggled as she tickled him lightly. He held his breath when she ran her fingers down toward his belly button, circling it with indecision and inexperience.

Will covered her hand with his own, and with a gentle suggestion of movement, nudged her toward the waistband of his boxers. She sucked in a breath and lifted her hand to rest on the front of his fly, still as stone, fascinated by what she could feel through the thin fabric. He watched enraptured as her confusion become determination and she began to massage him slowly.

"Emma, you have no idea how sexy you are," he mumbled, immersing himself in a place he had resigned to fantasy.

Delighted, yet disbelieving, she smiled halfway and continued her clumsy exploration, encouraged by his pleasured sounds.

"Kiss me, Emma," he demanded suddenly, pulling her down to him and causing her to partially straddle his body, her leg landing daringly in the spot her hand had sensually caressed. As their tongues thrashed in a careless fever, Will wrapped his arm around the back of Emma's waist and flipped her onto her back, rolling his weight completely on top of her.

She gasped, thrilled by his passion and the way his knee gently parted her legs, giving himself just enough room to support his body above her. He continued to kiss her hungrily, allowing her to feel just a shadow of his hardness between her hips as if he was testing her resolve.

Will broke their kiss to reconnect with her eyes. "I love you," he whispered roughly as he moved himself with a little more pressure against her middle. She let out a satisfied moan and his eyes rolled back in his head. Then, in a hushed tone, saturated with love and lust, he promised, "Some day, when you are ready, I'm going to make love to you just like this, Emma."

He continued to move against the lacy heat of her panties, groaning with unexpected pleasure when she rose to meet his increasingly emphatic thrusts. Emma panted beneath Will as she became lost to her senses. She could feel and hear his excitement growing in rhythm with her own, the exquisite pressure in her core something entirely different with his glowing body covering hers. She felt the rapid build up, but was overcome by its release, wailing over Will's shoulder as he brought her to orgasm. Will gripped her tightly as he felt the same explosion, crying out her name as he collapsed into her trembling form.

Emma heard him saying her name over and over, and she felt his soft kisses under her ear, but a louder voice was reminding her of the stickiness between them. She fidgeted underneath him and he knew what was wrong immediately.

"Oh, Sweetie, the mess," he said. "Let me, um, let me get something. I'll be right back."

He jumped off the bed and dashed into the bathroom. Frozen in place, she heard him running the water. He returned quickly with a moist facecloth. She looked at him like a patient to a doctor and a wave of disgust coursed through her. He didn't seem to notice as he folded the t-shirt up her belly and tenderly wiped the barely glistening spot with the warm towel, eyes lingering on the beautiful body she had shared with him.

Emma wanted to cuddle. She wanted to talk. But all she could think about was water. Embarrassed, she said, "Will, I think I'm going to need to take a shower. And after that, I'll need a new t-shirt."

He responded with his "You're adorable" smile and said, "I know" before leaning over to give her a brief peck on the lips.

But before he took her hand and led her to the bathroom, he said, "Em, that was hands down the most intense experience I have ever had."

And with a devilish grin, he added, "Just thought you should know."

-X-

'The most intense experience ever' suppressed every anxious thought that attempted to invade her hot cleanse. Emma didn't spend much time in the shower because she knew what she was missing on the other side of the door. She toweled off and smiled as she saw that he left a new t-shirt neatly folded on top of a clean towel. She pulled the shirt over her head, immediately relaxing as she inhaled his scent.

She noticed her underwear piled on top of the black t-shirt on the floor and realized that she couldn't put them back on nor could she leave them for Will to wash. She searched the vanity for a solution and found a plastic bag lining the ice bucket. She wrapped her panties in the plastic bag.

Next, she turned to the mirror and saw a trail of mascara flowing from each eye. She washed her face with soap, possibly the first time she had ever forgotten to do it in the shower, then brushed her teeth and hair with the travel sizes she always carried in her purse.

It didn't occur to her until she saw Will's eyes light up when she emerged from the bathroom that holding her panties in her hand meant she wasn't wearing any. Apparently this orgasm thing had caused her brain to take a vacation. She blushed at the thought, and wondered briefly if she should return to her room. As usual, Will came to her rescue. Standing at the dresser, he pulled out a pair of boxers and asked her if she would like to wear them to bed.

Emma appreciated his thoughtfulness and dug through her bag to find a safety pin, always prepared.

They settled into a cuddling position in bed after exchanging "I love you's" and a sweet kiss, both yawning with exhaustion. Emma squeezed Will's hand when he told her again it was beautiful, the last words she heard before falling asleep.

-X-

Emma awoke with a start several hours later when the little boy died, same place as always. Will sensed her distress without fully waking up and asked her if she was okay. "Just a nightmare," she said, controlling her shaky voice well enough to escape his sleep compromised powers of observation.

The setting was always the same. Only the little boy would change. Sometimes he had black hair and blue eyes and a mole on the side of his nose that reminded her of her father. Sometimes he was blonde and painfully thin, like the shy intellectual boy she had a crush on in high school. Once, the week she started her job at McKinley, he was Indian and delightfully cheery. But tonight, as it had been for the last year, her childhood friend had curly brown hair and the voice of a songbird.

Together in a hospital room, sitting on his bed, they played checkers on a tattered cardboard set using sugar packets as substitutes for missing red pieces. It was always the red pieces that were missing. Next, they played tea party, although he was too weak to pour so she did the work while they shared narration privileges, picnicking with imaginary friends and gazing at imaginary stars until thirsty mosquitoes claimed the night.

It felt like a sweet dream until the very end. Lying in bed, her best friend would squeeze her with the kind of love that a young mind reserves for teddy bears alone, but when she squeezed him back, his heart monitor would strike a single deadly note.

Emma had long since given up on making sense of the recurring nightmare, but it never failed to disturb her. She was saddened by its presence on this near perfect night, but found solace until sunrise in Will's generous embrace.

-X-

**AN**: A shortish chapter, but another big step forward for Emma, hopefully deserved. Please send me your thoughts. Your reviews make my day.


	21. Chapter 21: The Show

Emma's eyes snapped open, instantly alert despite only a sliver of light from one side of the window where the room darkening shade had curled into itself like bark on a birch tree. The intrusive neon clock screamed 5:42am, already 24 minutes past her typical wake up time, among the many factors that were so far from typical it made her head spin.

For a deja vu second, she remembered another hotel room in another city with another man's arm wrapped around her waist at dawn. Her muscles tightened reflexively while she processed her thoughts about this wildly different scenario. Unlike Vegas, where she rushed to the shower barely averting a panic attack, she felt her heart beating strongly, but not racing.

In the ripe darkness, Emma had felt powerful, desired, and loved. But in the raw light of day, uncertainty crept into her mind. She heard Dr. Stone coaching her to isolate the feeling, but her emotions ran scattered like a box of marbles on fresh pavement.

Emma tried relaxing into Will's cuddle, focusing on her senses. His soft warmth was paramount, but then there was the faint scent of bleach on her overly crisped pillowcase and the reverberation of an air conditioner that kicked on intermittently, forcing the temperature in the room to fluctuate between summer and winter. She had never been fond of hotels and the only thing this one had going for it was soothing grays and spare decor.

Will pulled his arm tighter around Emma and sunk his head deeper into her pillow, making a cute humming sound in her ear. The heat of his body against her back became an unsettling reminder of exposing bare needs and her heart pounded anxiously as she felt his morning arousal. He shifted in response to her touch, rocking against her back with a satisfied sigh, still very much asleep.

Fear, she was able to isolate fear.

She inched away from Will and attempted to lift his arm without waking him, but he locked his arm around her torso and grunted disbelievingly when she tried to sneak out of bed. He pulled her back into his chest and nuzzled his stubbly cheek against the nape of her neck, incoherently begging her to stay.

"Um, I have to use the bathroom," she said, squirming.

"Promise you'll come back," he mumbled, releasing her from his grasp.

_Isolate the fear_, she said to herself, echoing Dr. Stone's words as she plunked down on the toilet seat to figure herself out. Emma considered the trigger for her trip to the bathroom and her mind wandered back to their night of intimacy. Warmth flooded her veins as she remembered the gap between their bodies closing and surrendering to her need to feel. For several precious minutes, she was complete, as if Will's love had seeped in, closing all of the gaps and eliminating her imperfections. But like a wave retreating back to the sea, the feeling dissipated, replaced by a tightness in her chest and a familiar refrain: she would never be enough.

Emma shook her head and stood abruptly, turning to the mirror to refuse the toxic idea that had invaded the sweetest of all mornings. She folded her arms around her body and squeezed, willing herself to embrace being whole, being loved. Will's t-shirt bunched up in her arms and the dull hue in her eyes immediately brightened. She smiled as she spun to the side, mentally accessorizing with a colorful scarf and hip belt so she could carry his scent with her all day.

When she opened the door, Will was already walking groggily in her direction. His face lit up when he saw her smile and he grabbed her shoulders, pulling her in for a peck on the forehead. "Be right back," he said, continuing into the bathroom.

Emma busied herself making the bed, an activity that seemed to amuse him when he returned. She looked up to find him leaning with one shoulder against the wall, arms crossed, forehead creased above tired eyes.

"What do you think you're doing?" he asked.

"Making the bed, of course. Time to rise and shine!" Emma chirped.

"I should have expected this about you." Will deadpanned as he walked to her side and proceeded to undo everything she had just done.

"Hey, what are you doing?" she pouted, watching him roughly pull back the bedspread and top sheet.

"I'm getting back into bed with you," he answered, scooping her off her feet and playfully tossing her onto the tousled sheets. He waited for her brilliant smile, then pinned her body to the mattress with his own as if he was worried she might be a flight risk.

She laughed as well as she could with his weight crushing her lungs. He lifted his body up to rest on his forearms and grinned as he brushed her hair back from her face.

Emma thought he was going to kiss her, but instead he said, "You are way too perky for this ridiculous hour of the morning, Miss Pillsbury."

And then he kissed her. A soft, sensual, knowing kiss that lasted long enough for Emma to feel how deeply Will Schuester had touched her world.

"I don't suppose I can convince you to go back to sleep with me?" Will asked, rolling to the side and pulling her into his chest.

Emma chuckled and acknowledged that she wasn't the laze around in bed type.

"Okay, then let's see how we can make this work," Will smiled impishly.

"How about...you go back to your room, get showered and dressed, then head to the bakery next door and bring back two giant cups of coffee and some delicious apricot almond scones?"

"Are you asking for room service, Mr. Schuester?" Emma teased, thrilled by the idea on several levels.

"Yes, that's exactly what I'm asking for...and you should know that I'm a _big _tipper," he joked with a wink.

"Sounds like a plan," Emma said, kissing him briefly on the lips and jumping out of bed before he could trap her again. "I'll be back in about an hour or so."

"Grab my key on the table so you can let yourself in in case I'm in the shower," he added, already half asleep, eyes closed, head buried in his pillow.

Emma took yesterday's clothes into the bathroom and got dressed in her unacceptably wrinkled skirt and Holly's navy top. It would have to do for her short journey to the other end of the hall.

-X-

Emma slipped the card key into the lock and opened the door as quietly as possible. She tiptoed into the room, walking immediately to her suitcase, watching both beds for signs of life. She saw Holly open one eye, scrutinizing her from head to toe as she stood motionless over her clothes.

"Aw crap," Holly exclaimed, turning her head on her pillow to face Shannon's bed. "I owe you twenty bucks."

Emma heard a sleepy chuckle from the mound of covers on the other bed.

"What?" Emma asked defensively.

"I was kinda hoping that if I put some money on the line, you'd actually do it," Holly answered.

"Do what?" Emma wondered hesitantly, knowing she would wish she hadn't.

"Have sex with Will," Holly replied.

Emma's eyes widened and she fidgeted with a zipper on her suitcase. "And how...how do you know I didn't?" she stammered.

"I told you, I have a sixth sense for these things and you're still a virgin," Holly declared, rolling over and clamping her eyes shut to signal the end of the conversation.

Emma lifted her suitcase in a huff and carried it into the small bathroom, but it was just an act. She was actually looking forward to the third degree, partly so she could relive her night with Will, but mostly because she had never had experiences worthy of speculation nor friends who would ask.

So she was pleased to find them sitting up in Shannon's bed, both leering in her direction when she stepped out of the bathroom showered and dressed. Emma smirked as she parked herself on the bed she could have slept in, crossing her legs and sitting stiffly, prepared to play hard to get. She could tell Holly relished the challenge.

"Spill it, Girlfriend," Holly demanded, racing to the point, as usual.

"Spill what?" Emma asked, eyelashes fluttering with feigned innocence.

"I told you she'd make us work for it," Shannon said to Holly, talking about Emma as if she wasn't within earshot.

Emma rolled her eyes and looked at them cagily as if to say, "Is that all you've got?" But her heart wasn't in the game, and she surprised them all by launching into a monologue worthy of a college freshman experiencing her first walk of shame. Emma began to describe her night, scene by scene, leaving out only the most intimate details.

"Whoa, whoa, whoa, back up," Holly interrupted, as Emma swooned about how sweet it was that he offered her a clean t-shirt and boxers. "You wore clothes to bed?"

"Of course," Emma replied indignantly.

"I suppose you are going to tell us all you did was sleep too," Holly chided, disappointment permeating her tone.

Emma eyed Holly with a sassy grin, determined to prove herself worthy of girl talk. "Not exactly," she teased.

Holly clapped her hands and rubbed her palms together with relief and delight. "_Now_ we're getting somewhere! So what did you do?"

Emma sighed, acknowledging that this was the big moment.

"Well...we touched," she said, cringing in a way she hoped was undetectable.

"You touched _him_? As in below the waist?" Holly clarified excitedly.

"Kind of," Emma admitted, before committing to a triumphant, "Yes!"

"Emma! I'm so proud of you! Aren't you proud of her, Shannon?" Holly said, whacking her in the arm with the back of her hand. Shannon shrugged her shoulders, clearly not as committed to the interrogation as Holly.

"I didn't really know what to do though," Emma admitted sheepishly. Navigating this conversation was starting to feel like walking on a trampoline, or at least how she had imagined it when she saw Cirque du Soleil.

Holly raised her eyebrows suggestively. "Did he _like _it?"

Emma smiled, remembering more than she was willing to share. "Yes, he seemed to," she answered.

"Then you were probably doing it right!" she cheered.

"Okay, then what?"

Emma blushed and Shannon came to her rescue. "Holly, you should audition for Law and Order, you know, that sex crimes one."

"It's true, I think I could be a great actress!" Holly replied to Shannon, getting the hint that Emma was done, and just as happy to turn the conversation to herself.

-X-

Holly and Shannon got dressed and ready for some sightseeing while Emma went to the bakery. She arrived at Will's door with her hands full and put the tray of coffee down before sliding the key into the slot. The door flung open without her assistance and Emma caught her breath at the sight of a freshly showered, nearly naked Will, wrapped at the waist with a damp towel.

"Here," she said thrusting the bag of scones in his direction as she turned away immediately, using the coffee as a convenient excuse to avert her gaze from his stunning physique.

"Wow, four cups? That's a lot of caffeine, Em!"

"Yeah, well, um, I kind of offered to get some for Holly and Shannon so they will be along any minute."

Will looked away, his mouth turned down slightly. She could tell he was hoping for a different type of morning, but he recovered quickly and when his eyes locked on hers, he was smiling genuinely.

"Well, we'll still have tonight," he said, consoling himself while he pawed through the bag of scones.

"Um, so do you think maybe you should get dressed in case they, you know, show up soon?" Emma suggested.

To her relief, Will agreed and took his clothes into the bathroom, only a few seconds before Emma heard Shannon and Holly boisterously announcing their approach.

-X-

The foursome spent a fun morning together, capped off by lunch at the Hard Rock Cafe so Shannon could collect another beer mug for her collection. Will hovered around Emma, taking every opportunity to touch or share a smile, while she vacillated between hopefulness that they might finally be together and trepidation that it would be short-lived.

Will had to leave for the theater after lunch and asked Emma if she would walk with him. She left Shannon and Holly, promising to meet them in the lobby of the theater before the show, and she heard them ordering another round of beer as they left the restaurant.

As soon as they hit the sidewalk, Will took hold of Emma's hand. She could tell from the crease between his brows that he had something on his mind, but he waited until they got to the theater to speak.

Will stopped in the deserted entryway of the building and turned to face her, joining hands.

"Em, when I kissed you this morning, you gave me everything. I felt it."

She tried to look away, but Will dropped her hand to reach for her chin, tipping her face back to his.

"But since then, I've watched you retreat behind a wall or something. Please tell me what you are thinking, Emma."

The way Will gazed into her eyes demanded the truth.

"I'm trying to stay in the present, Will, but I'm finding it impossible," she told him, defeated.

"I figured that's what it was," he responded, looking down in concentration, as if he might find a simple solution amongst the marble tiles.

When his eyes returned to hers, he squeezed her hands and said, "I love you, Emma. We'll find a way to make this work, okay?"

Emma stared back at him, wanting to feel as sure, wanting to believe him wholeheartedly.

Will glanced nervously at his wrist, then back to her.

"I have to go now, Em. We can talk more later. Will you meet me outside the stage door after the show?"

"Yes," she said, finding a glimmer of hope in his promise.

"Great. I'll show you where it is," he said, tugging her to the side of the building and pointing toward the nondescript brown door he was about to enter. And then he pulled her into his arms and whispered into her hair, "You know, I'll probably perform better tonight if you say it again."

Emma chewed her lip as he gazed into her eyes expectantly.

"I love you, Will," she replied, her pink lips upturned, but shaky. He covered them with his own, lingering as if time could erase her doubts.

-X-

The three friends sat in their seats, chatting as the theater filled to capacity. The lights dimmed and the crowd hushed while Emma's stomach fluttered with anticipation. She waited patiently while the story began, knowing exactly when to expect him, yet completely overwhelmed when he finally appeared.

Emma had seen Will perform before, but this was different. His eyes, his voice, and his movements were filled with a new passion. He exposed everything and the audience responded with palpable delight.

Will was magnificent, and he belonged to them.

While Holly waited in a long line for the ladies room, Shannon and Emma stood quietly in a relatively uncrowded corner of the lobby during intermission.

Shannon leaned toward her to say, "Emma, you look spooked. Are you okay?"

"I do?" Emma replied, kneading the back of her neck, surprised her friend was so perceptive.

"Yeah, what's wrong?" Shannon asked.

"He's really good, isn't he?" Emma said, distracted by the blaring questions in her head.

Shannon eyed her with sympathy, subtly issuing a request to abandon the charade as Emma realized she needed her friend now more than ever.

"I just, I don't see how I can be part of this, Shannon," she broke down, clinched eyebrows betraying her desperation. 

"Part of what?" Shannon wondered calmly.

"His life. This life."

"This is only one part of his life, Emma."

"I know, but can't you see how it consumes him?"

"I can see that he is putting everything he has into his performance, if that's what you mean."

"Shannon, this world is so different from our life in Lima. I don't understand how a person could be happy in both places. I mean, look around. These people are here to see _him_! And this is Cleveland. Imagine how it would be in New York!"

"Emma, you need to chill out," Shannon advised lightly. "You don't have to have the next ten years mapped out in order to enjoy today."

"But what if I do?" Emma replied, a plea and a challenge.

"I just don't understand why they can't install more toilets in these old theaters!" Holly complained, rejoining her friends before Shannon could respond to Emma's question.

Emma looked away and Shannon followed her gaze to the cast poster on the wall.

"What did I miss?" Holly asked suspiciously.

Emma replied quickly, "Nothing, we were just talking about how good the show is."

Holly agreed. "Yeah, it's great! And Will is awesome, don't you think?"

She forced a smile and nodded, feeling her heart sink even deeper into her stomach as the lights began to flicker. They returned to their seats for the second act that Emma wanted to see, but couldn't stand to watch.

Still, she sat dutifully through it, following the cues of the audience to laugh, clap, and stand up, but her brain was no longer engaged in the show. It was too busy preparing for a dreadful conversation.

-X-

Emma stood outside on the sidewalk, several steps back from the small crowd of people who were waiting outside the stage door, jockeying for position against a velvet rope. It was late afternoon and the street behind her bustled with last minute deliveries to restaurants preparing for the Saturday night dinner rush.

A stocky, middle aged man dressed in black stood to the left of the unmarked door, presumably a theater security guard. Legs apart, arms crossed, he cast a steady glare in the direction of the crowd, more jaded than ominous. She examined his targets, noting that they were predominantly female, widely ranging in age. Many were talking animatedly about the show, and she heard snippets about favorite songs and actors. One girl in particular drew her attention when she yelled "Will Schuester!" to her friend, eyes fixed on a page in the playbill, having discovered the actor she had swooned over throughout the performance. Emma couldn't help but observe that the girl was no older than sixteen and, like Tracy Turnblad, well on her way to obese.

She took a few more steps back to distance herself from the phenomenon that was making her stomach turn. Emma didn't feel jealous as much as she felt an invasion of privacy, that some stranger on the street would presume to know Will from a performance, a photograph on a page, and a meaningless paragraph about his life. He had never mentioned theater groupies and it gave her yet another item to add to her list of reasons his new life was incompatible with hers.

Emma saw the door open a crack and the security guard turned his head to speak to the person on the other side. He scanned the crowd as if he was looking for someone in particular and when his eyes landed on her, he pointed and waved her over.

"Are you Emma?" he said gruffly.

"Yes," she replied.

"I'm going to ask you to stand right here next to me. Mr. Schuester is about to come out this door. I will move the rope to keep the crowd on this side of the door. He is going to walk with you in that direction," he said, gesturing away from the autograph seekers.

"Got it?"

"Yes," she answered, heart sickened by what she was about to do.

The guard turned back to the door and swung it open, making a path for Will straight to Emma.

He emerged wearing a pageboy hat tipped down to hide his eyes, but he didn't fool the fans. She heard a chorus of "There's Link!" as he ushered her quickly down the street.

"I'm sorry, not tonight," she heard the guard say to the crowd, most of whom had already begun to swarm the actress who came out behind Will.

When they rounded the corner, Will wrapped her into his arms as if they had been apart for months rather than hours and with a smile as electric as the one she had observed onstage, he said, "Hi Beautiful."

"Hi," she replied with sadness he couldn't yet fathom.

"Oh, Emma, I'm so happy you're here," Will gushed, squeezing her tighter.

She managed to respond with the words she had planned. "You were amazing, Will. So good. Really."

"You think so?" he asked, clearly needing her approval above all.

"Yeah, I do," she replied with a smile that didn't reach her eyes.

"Will, we need to talk," Emma said.

"Now?" he asked.

"Yes, now."

His shoulders sagged and she watched the energy drain out of his body like a punctured balloon dying to soar. He stared into her eyes, desperately searching for more than she could possibly give.

"Sure," he answered quietly.

They walked across the street and into the lobby of the hotel. Emma guided him over to a deceptively cozy area where they sat across from each other in leather wing-backed chairs.

"Will, I need to go," she declared, ignoring the stabbing pain that pierced her gut.

"What? No! Why?" he stammered.

Emma swallowed hard and willed the tears pooling in her eyes not to escape.

"Performing is in your blood, Will. You need to do this."

She watched him shake his head in denial as she said, "But there's just too much I can't do, too much I can't be for you. And I love you too much to make you choose. So I'm choosing for you."

"No, Emma," Will announced firmly. "You don't get to decide for both of us."

"Okay, then I'm choosing for me," she answered abruptly. "I can't live this life with you, Will. I mean, I know we aren't at that point, but I need to think about the future, and this type of career...it's just...I just...I know I can't be there for you."

Emma believed her words, but she suddenly felt like a narrator rather than the person living her life.

"Like I said earlier, Em, we don't need to decide anything right now," he pleaded.

"I do, Will," she answered, telling herself he deserved better.

"Shannon and Holly are waiting outside with the car. I need to leave," Emma said, standing.

Will recoiled as if she had slapped him and Emma knew she would never forget the look of devastation on his face.

"Will, I'm sorry, but soon you will realize this was the right thing to do," Emma added, with clinical detachment that would haunt her for months to come.

Tears glazing his cheeks, Will sat lifeless, unable to understand, unable to accept.

And that's how she left him, waiting until she closed the car door to mourn the loss of everything.

-x-

**AN**: Sorry for the long wait! This chapter was really hard to write. I knew what I needed to do, yet I didn't want to do it! Special thanks to logicallychaotic for the psychology consult (BTW, I still haven't managed to start your story, but I will soon!); Sierra Jae for helping me through my writers block with an incredibly entertaining conversation; EOlivet for the thoughtful reviews and regular encouragement; and Rocklandgirl for sharing this silly obsession in a mature (sometimes!), always funny way. Wow, this is turning out to be such a nice little community. :)


	22. Chapter 22: Lost

CH 22: _Lost _(Will's POV)

Rubin and Will sat in silence at the hotel bar, companions without complications.

"No offense, but you kind of sucked tonight," Rubin finally said, slurping the last of his scotch and letting a few ice cubes tumble into his mouth where he crunched them into oblivion.

Will turned to his friend with a wry tightening of his lips. "Can't imagine why you think I'd take offense, Rubin," he replied before draining his beer and flagging the bartender for another.

"You're a big boy. I figured you could handle it."

Will acknowledged the point with a shrug of his shoulders and a resigned sigh.

"So are you going to tell me what happened or are you going to make me guess?" Rubin asked.

Will thanked the bartender with a nod and took a sip of the foaming IPA, setting it down with a thunk, causing some of the amber liquid to slosh over the edge. His interest turned to the puddle on the bar, still clinging to the thick base of the glass, and he mindlessly traced a pattern with his index finger in the malted pool.

"She left," Will reported stoically before his throat closed up.

Saying it out loud suddenly made it true, a fact he had failed to acknowledge since she left his frame of vision in the hotel lobby. He simply walked upstairs to his room and followed his pre-show preparation routine, refusing to think of her departure as anything but disappointing. Will had discovered this ability immediately after he learned of Terri's deceit. Though emotionally destroyed, he continued to lead a reasonably productive life, storing his feelings on a high shelf when necessary, within sight, but out of reach. The show must go on.

Rubin sat patiently, waiting for his friend to say more, or not.

Will kept drinking, mildly aware of his descent into cliche and glad he wasn't drowning his sorrows alone.

"We had the most amazing night together," he finally revealed. "But today, she was different. I could just tell she wasn't with me anymore." Will's head sagged as if forming the few sentences had left him exhausted.

"Did she tell you why?" Rubin asked.

Dejected, Will said the words he wasn't sure he was ready to say. "She says she can't live this life."

His friend was quick to reply, "Not many can, Will."

"But, it's not like this traveling thing will be forever," Will complained in his defense, as if Rubin was the one who needed convincing.

"True," Rubin agreed, "But have you thought about what your life could look like if you stay on this path?"

"A little bit," Will admitted.

"And what are you imagining?"

"Well, I figured we could move to New York, maybe even a suburb if that's what Emma wants. She could get a guidance counseling position at a local school and I could find a stable show on Broadway."

"Ha!" Rubin interrupted.

Will paused, wondering how he had triggered such a reaction. "What?"

"You just used the words 'stable' and 'Broadway' in the same sentence!" Rubin answered, amused.

"What's wrong with that?" Will asked naively.

"Will, if stable is important to you, you are barking up the wrong career tree. Do you realize how many shows open and close in any given year? The chances of landing a decent role in a hit show are so small, and dwindle with every birthday."

Will had thought about it, but he tried to be optimistic about his prospects.

"Why do you think you want this career?" Rubin quizzed him.

Will gulped his beer and considered his answer before responding, "I love to perform for a live audience. There's nothing like it. My heart feels full when I'm up there, dancing, singing, acting...doesn't matter. I love it all. I lose myself in it every night. In a good way, you know?"

"Yeah, I know," Rubin chuckled.

"But it's more than just providing entertainment, Rubin. I want to make people feel something deeper. I want to inspire...through the beauty of a song, a story, a character," Will said wistfully.

"How do you know when you inspire people, Will?"

"Hmph," he grunted. "I guess I don't."

"Do you ever talk to the fans who linger after the show?"

"Not really, I just sign autographs and then head back to the hotel or out for a drink with you."

"Exactly."

Will cocked his head, wondering what point Rubin was trying to make.

"You should pay attention to how others in the cast handle it," he said, failing to elaborate on his observation about Will's social habits.

Curious, Will said, "Okay..."

"In fact, you should go out with them after the show," Rubin suggested.

"I've tried that, but you know I'm not really into the bar scene."

Their eyes met as they raised their glasses at the same time and they laughed.

"Think of it as an opportunity to get closer to your fans," Rubin continued. "Who knows," he winked, "Maybe you'll learn how much you inspire them."

Will smirked. He didn't always get Rubin, but he loved him anyway.

-X-

Will woke up the next morning with cotton mouth and a throbbing head, intensified by the lingering scent of Emma's perfume on his pillow. He almost called her, or rather drunk dialed, when he had returned to his room after his binge with Rubin, but somehow reason had prevailed. While her absence left him hollow, he knew he lacked answers to her deepest questions.

During the months after his break-up with Terri, Will's grieving soundtrack was eclectic. When he pined for the girl she used to be, he found himself listening to favorites from their high school years. Dave Matthews Band, U2 and the Counting Crows captured his nostalgic moods to a tee. In his angrier moments, of which there were many, he relied on Kurt Cobain and Trent Reznor to voice his pain.

Unlike when Emma married Carl and he filled his playlist with depressing contemporary alternative, today would belong to Will's favorite singer songwriters.

He donned his running clothes and spun his iPod to Billy Joel, preparing himself for a long, pensive run by Lake Erie.

He started with the Greatest Hits album, skipping 'Captain Jack' thanks to his hangover, and running into the wind to the career-inspiring rhythms and lyrics of The Entertainer, New York State of Mind and Movin' Out. Will ran empowered, imagining a time when he might perform his own songs on stage, romanticizing the solitary life of an artist. He found himself running faster than usual, panting heavily, adrenaline fueling his aspirations.

He would wonder later why he skipped the second half of the Greatest Hits in favor of the more obscure 'Songs in the Attic' album, but when he landed on 'You're my Home,' he slowed to a walk as the words illuminated the cost of pursuing his dreams.

_When you touch my weary head and you tell me everything will be alright. _

_You say use my body for your bed and my love will keep you warm throughout the night. _

_I'll never be a stranger and I'll never be alone, whenever we're together, that's my home._

Will's legs carried him to a tree next to the paved running path and he sunk to the hard ground, concentrating on the lyrics he knew by heart, words that had neverheld such personal meaning.

_If I travel all my life_

_And I never get to stop and settle down_

_Long as I have you by my side_

_There's a roof above and good walls all around_

_You're my castle, you're my cabin and my instant pleasure dome_

_I need you in my house 'cause you're my home._

_You're my home._

He couldn't stop the tears once they started as all the questions he had left unexplored scrambled for his attention, overwhelming him with their fury.

He cried for the sense of home he hadn't realized he was missing. He cried for the students he would no longer teach. He cried for the ginger-haired babies he would never hold. He cried for the success he might never have.

Lying on his back, wracked with exhaustion, Will stared up at the canopy of the great elm with an elementary revelation: he couldn't have it all.

-X-

Will delivered two performances that day, then returned to his room to sleep, which he did well into the next day-his day off. He had slept fitfully, his head heavy with the burden of choice. He wished he could recapture the feeling of pure joy that had visited him reliably on stage each night, but the joy was no longer pure. It needed to be everything.

He wasn't accustomed to spending this much time inside his head, especially since the more he thought about his life, the more confused he became. He decided to join up with some of his male cast mates who had planned an afternoon of mountain biking, which proved to be a wonderful distraction. So when they invited him to join them for dinner, he accepted immediately.

As he showered, Will realized he was looking forward to a simple evening out. A night of easy, meaningless conversation with people who enjoyed performing as much as he did. The fact that they ended up at a karaoke bar didn't surprise him, but waking up the next morning in a colleague's bed certainly did.

Will stared at the familiar furnishings arranged in a different configuration. He recognized the color scheme, yet noted the striped wallpaper in place of what was, in his room, a floral pattern. He closed his eyes tightly, as if sealing his vision would remove his female castmate from the pillow next to his. Her name was Stephanie. That much he knew.

Before he could unearth the mystery of how he had ended up in her bed, she spoke. "Good morning, Will."

"Um, hi," he answered, wincing as the pain above his eyes flared.

"Are you feeling any better this morning?" she asked with a level of empathy that made Will uncomfortable.

He sat up, pleased to discover he was dressed in boxers and a t-shirt, and turned his back to her, placing his head in his hands and his feet on the floor.

"Don't stress, Will. Nothing happened," she began to explain.

His relief was palpable and he struggled to string together the pieces of their night while he waited for her to say more.

"Nothing major anyway. I kinda thought we were having a good time. I mean, you seemed interested at karaoke and all, but once we got back here, you couldn't stop talking about your girlfriend."

Will remembered enough to be embarrassed, especially since it involved tears.

"I'm sorry, Stephanie. I, um, I don't know what to say. Would 'thank you' sound too weird?"

"No sweat, really. I mean, a roll in the hay would be fun," she commented in a gravelly voice, "but not until you sort out all this life bullshit."

Will stood up and finally looked at the woman whose bed he had shared, lounging lazily among tangled sheets, dressed in a tight tank top and cotton shorts. He observed a hardness about her that belied her young age and his heart sank at the obvious contrast with his sweet, inexperienced Emma.

"I have to go," he said abruptly as he scanned the floor for his clothes.

"Okie doke," she responded, apparently unfazed by his desire to flee.

"I'll see ya at the theater later," she added as she watched him dress.

"Right," Will replied distractedly, attempting to button his shirt while walking to the door. "I will see you later. Thanks again."

-X-

Will met Rubin for their usual pre-show snack with much on his mind-which he began to purge before the bartender even noticed their presence on the corner stools.

"I spent the night with Stephanie," Will confessed immediately, head hanging in disgust.

"Oh boy, could you at least wait until I have a drink in front of me before dropping that kind of bomb?" Rubin griped, loudly enough to attract the bartender's attention.

Will ordered a beer and Rubin a double scotch, neat. As the bartender turned away, he said, "Jesus, Will, I only suggested hanging out with them. It is never a good idea to get involved with castmates even without your kind of baggage!"

Will was disappointed in himself, but it hurt to see that he had disappointed Rubin too.

"I know," he said. "If it makes a difference, nothing happened. I just passed out in her bed."

"What were you thinking, Will?"

"That's the thing, Rubin. I was tired of thinking."

They sighed and took a drink in unison.

"Will, it will get better. This may sound harsh, but once you settle in New York, you can find another Emma."

Will had a sudden urge to punch Rubin for suggesting she was replaceable. He glared at his friend.

"I'm sorry, I shouldn't have said it like that. What I am trying to say, Will, is that this won't be your last chance at love. Believe me, a young, attractive, straight guy such as yourself will have no trouble meeting women in the theater world."

Will chuckled without humor. He knew Rubin was trying to help.

"You know what's hard for me? I was on such a different path last year. I was married, had a job that I loved, and I was ready to start a family."

"The family thing blew up in my face, but I still want those things, Rubin."

"You can still have them, Will, but you have to realize you are starting over. Remember your first few years of teaching when you had to create lesson plans from scratch? You probably assigned more homework than you could possibly grade? And you had no idea how to manage a classroom full of adolescents? It was hard work getting established, right?"

Will wondered whether Rubin had a secret life as a teacher and eyed him quizzically.

"Yeah, Terri complained every night. I started getting up in the middle of the night to grade papers in secret to avoid her wrath. Funny how that didn't strike me as odd at the time," Will laughed.

"Working in musical theater will be the same, Will. You will need to work harder than everyone else. You will have to put in hours of practice and then, when all you want to do is go home and crash, you will be expected to schmooze with patrons and leaders in the arts to earn consideration for big parts. It's grueling."

Rubin was clearly remembering a different time in his life and despite his cautionary tone, Will could tell he missed it.

"So while you _can _make time for a love life," Rubin continued helpfully, "Your partner will have to be very understanding for those first few years. And god help you if you want to introduce babies into that equation."

"Why is this the first time we are talking about this, Rubin?" Will wondered.

"I try not to give my opinion until it is requested," he answered, smiling.

Will returned his grin and said, "Your opinion is requested. Do you think I can make it on Broadway?"

Rubin took a long swallow from his glass.

"I'm not sure that is the biggest question you need to answer, Will."

"Then what is?"

"Will, you are very talented. And you've had only a taste of all this world has to offer. Success on Broadway is like a drug. When you make the "A" list, you feel chosen. You get invited to all the best parties and social events. People recognize you on the streets and smile, a small acknowledgement that they know who you are and they respect what you do. Heck, if your show is really successful, you might even get an appearance at the Tonys or on Good Morning America."

"Do you want that, Will? Do you even want fame?"

Will hadn't seen the question coming and he didn't have an immediate response.

"I don't know, Rubin. To the extent that it is professional validation, I guess I do. But in terms of the lifestyle that comes with it...probably not."

"Well, you can't have one without the other," Rubin answered, swallowing the last of his whiskey and snatching the tab from Will's hands. "I'll get this one. You have enough to worry about, my friend."

-X-

During the show that night, Will found a message on his cell phone. He had gotten into the habit of checking it in between scenes, he was so desperate to hear from Emma. Instead of his mother, this time it was Rachel. When he listened to her lengthy message, he learned she had organized a field trip for New Directions to see the matinee on Sunday afternoon. She wanted to know if they could come backstage and if he could have dinner with them after the show.

Will walked on clouds for the rest of the performance, then ran back to the hotel after the show as if his room needed straightening for his important guests. He laughed at himself when he got there and realized there was nothing to do. He fell asleep that night, thinking only of the person with whom he most wanted to share this news and wondering if there was a chance she might chaperone.

The rest of the week dragged. Will spent a lot of time thinking and not nearly enough time deciding. In fact, the only thing he had decided before the Sunday matinee was the restaurant he would take the kids to after the show.

He couldn't see them during his performance, but he could certainly hear them. More than once, he heard a cry of "Schue!" amidst the applause. It warmed his heart and he couldn't wait to see them. He wasn't able to get them backstage because there were too many of them, but they had arranged to meet him at the stage door after the show.

Will put more energy into his performance than he had since Emma had sat in the audience. He even prepared several teaching points, planning to talk to them about certain aspects of the show that exemplified ideas they had covered during the school year.

When Will exited the stage door, the contrast stunned him. There was the nameless, faceless crowd mindlessly adoring him and clamoring for Link's attention. Then, there were the people who knew Will Schuester, really knew him, and loved him.

He ran to them the way a basketball player runs to water at halftime, throwing himself across the velvet rope and into as many outstretched arms as he could harbor at one time.

"Man up, Mr. Schue. Enough with the waterworks," Puck teased from the middle of the huddle. Will laughed through his tears, but couldn't stop their flow as the kids, _his_ kids, swelled around him, the only fans who mattered.

"Shut up, Puck," Rachel sniped. "As if you could possibly understand the emotional intensity of pouring your heart into a performance eight times a week."

"Mr. Schuester, you were wonderful," she said sweetly.

Rachel continued to talk, dissecting the nuances of his performance, but Will was distracted by Shannon and Holly, sans redheaded friend, off to the side. Will saw Shannon turn around to hide her wet eyes as Holly placed her hand on Shannon's shoulder. When he caught Holly's eye, she shook her head in response to the question in his depleted eyes.

"Don't you agree, Mr. Schue?"

"Yes, absolutely, Rachel," he answered in response to some observation he hadn't heard.

"I don't know about all that, Mr. Schue, I just thought you were awesome. Like super good." Finn said with the puppyish grin Will had missed so dearly.

"Thanks, Finn," Will replied, pulling him into another hug, unable to get close enough to him or the other kids who had given so much meaning to his life.

"It is unbelievably great to see you guys!" Will exclaimed for the first of many times that Sunday afternoon.

They walked to the restaurant around the corner, Will bouncing among the group trying to get individual updates. When they arrived, he let the kids file to the table so he could be alone for a moment with their chaperones.

He directed his whispered question at Shannon. "How is she?"

Shannon's eyes turned down, speechless.

Holly offered, "Not great, but hanging in there."

"Have you seen her?" he asked more urgently.

Shannon shook her head and spoke quietly. "She says she isn't up for visitors yet."

Will turned away, swallowing the lump that had formed in his throat so he could turn his attention to the kids who looked excitedly in his direction.

-x-

AN: Thank you for your kind reviews. Next chapter will be back to Emma's POV. I hope I didn't rush Will's story too much. I find him less interesting to write. :) Your comments are always appreciated.


	23. Chapter 23: Introspection

**Chapter 23: Understanding**

Despite all the times she had encouraged him to pursue his dream of performing, Emma had allowed herself a glimmer of hope that Will would return to his old life unchanged by his summer of dreams, return to her. It was the kind of hope that had no beginning and no end, just a middle full of questions unexplored and maybe more than a touch of naivete.

When she watched him perform in Cleveland, her hope had receded as his body came alive with the reaction of the audience. She could almost feel his pulse race and his heart swell as he absorbed the collective hug of the enthusiastic crowd. _He belongs here_, she thought. _And I don't._ So she let him go.

Emma was only beginning to process her despair.

-X-

"Do you think you killed him?" Dr. Stone asked.

"I don't know," Emma answered quickly, troubled by the question even more when she heard it aloud. She had certainly asked it of herself many times, before she gave up on trying to interpret her nightmare. Though it appeared she hadn't truly given up since it was the first thing she brought up with Dr. Stone, even before telling her the context in which she had had it again.

Leaning forward in her chair, Dr. Stone probed further. "Do you know why your friend is in the hospital?"

Emma was pleased she knew the answer and didn't pause to question the anachronistic diagnosis. "He has scarlet fever," she replied.

Dr. Stone puckered her lips in an exaggerated manner and scrunched her brow.

"What?" Emma challenged, self-conscious about her therapist's puzzled expression.

"Nothing. Nothing," Dr. Stone said, waving her hand in the air as she continued her path of inquiry. "So it's possible he died from the scarlet fever then?"

Emma sighed with relief, lips upturned slightly, a weight she didn't realize she was carrying suddenly lifted.

Dr. Stone paused after writing something down on her notepad. She removed her glasses, plucked a tissue off the table and began rubbing the lenses methodically.

"I'll admit, Emma, I'm not a big believer in dream analysis. I side with a school of thought that hypothesizes, quite simply, that dreams are a way of working through what happened during your day."

"However, recurring dreams interest me," she explained, putting her glasses back on. "Because they suggest there is something you think or feel on a regular basis that demands expression through your subconscious. So I'd like to delve a little deeper into this if you are willing."

"Okay," Emma responded, easing back into the sofa and crossing her legs, the feel of fabric on fabric still foreign even after weeks of wearing pants to work.

"Do you see yourself in this dream?" Dr. Stone asked.

"What do you mean?" Emma responded.

"Like how long is your hair? How are you dressed? Those kinds of details," she clarified.

Emma stared through the coffee table, the blue diamond on the carpet blurring as she concentrated.

"Um, I can't picture myself, actually," she answered, slightly troubled by the question and wondering if she had just failed part of the test as she watched Dr. Stone record something in her notebook.

"Emma, did you have a childhood friend like the boy in your dream?"

"No," she said, shaking her head, folding her bottom lip under her front teeth.

Dr. Stone scribbled another note while she asked, "How do _you _interpret this recurring nightmare, Emma?"

Emma had had plenty of theories over the years, some more elaborate than others, but she needed to open that box slowly. She shared the simplest, most literal interpretation.

"Um, I think it's probably just a yearning for close friendships."

Dr. Stone looked up at the ceiling as she considered the idea, then shrugged as if to say, 'Sounds reasonable,' before moving on.

"So he is sick and in the hospital. What are you doing there?"

Emma was starting to feel cross examined, her displeasure routed to a squinting left eye.

"I seem to be entertaining him, mostly. Why?"

"But you said the dream always ends with you lying in bed with him," Dr. Stone continued.

Emma folded her arms tightly across her chest. "Yes, so maybe I'm comforting him too."

"And how does that feel to you?"

Emma didn't want to think about how it felt. She coughed nervously as her lungs constricted.

"Um, he's a little too close," she answered, revealing less than her physical reaction already had.

She could see her therapist's eyes burning with a question so she elaborated. "He's squeezing me tightly."

"Okay, so you have a physical sensation of being held too closely," Dr. Stone observed. "Describe your emotions, Emma."

Emma looked to the window and for a moment wished she was on the other side of it.

"I feel powerless," she offered, still staring away from Dr. Stone.

In her peripheral vision, she could see Dr. Stone nod her head encouragingly.

"He needs me and I can't help him," Emma said softly, eyes turning down to her twisted hands.

"Do you need him?" Dr. Stone prodded.

Emma's head snapped up, almost defiant. "I don't know what you mean."

"Well, you said he's your best friend," she continued in a gentler tone. "And he's gravely ill. I'm wondering if you need him in return."

"No, I'm not a needy person," she announced firmly.

"I didn't ask if you were needy. I just asked if you needed him, the way friends do."

"I don't think it's a good idea to need people."

Dr. Stone narrowed her eyes and Emma returned her gaze, unruffled.

"Emma, I have a hunch that you constructed a dream around your favorite childhood story."

Emma's eyes widened, then glazed over as she revisited an earlier time and place.

"_The Velveteen Rabbit_," she said flatly, neither question nor answer.

"Is this when you conclude my emotional development was arrested at the age of seven?" she commented with uncontrolled sarcasm.

"Oh dear, no." Dr. Stone replied.

"Then what do you think it means?"

"I think it means we have more to talk about," Dr. Stone said, smiling warmly.

"Before our next session, why don't you reread the book and see if sparks any ideas?"

"Okay," Emma agreed.

Dr. Stone returned to her notepad and as if she was reading off a checklist, she said, "Now...do you want to tell me what happened with Will?"

Emma flinched at the sound of his name.

She took a deep breath, exhausted by the question, but even more overwhelmed by the wall of silence she had been standing behind for days. She raised her elbow to the arm of the love seat and rested her cheek in her palm.

"I couldn't be with him," she revealed, defeated.

"In what way?"

"In any way. All I could think about was the fact that he would never come back."

"What makes you think he isn't coming back?" Dr. Stone wondered.

"I saw him perform and I just knew."

"Did you talk with him about it?"

"Yes, well, kind of. I mean, I told him that he needed to pursue his dream. He accused me of making the decision for both of us. But he didn't stop me when I walked away."

"Did you want him to stop you?"

Emma pressed her eyes closed with thumb and forefinger, feeling the beginnings of a throbbing pain in her sinuses.

"I'm trying to figure out what I'm feeling right now and it's very confusing," she said into her hand.

"You know what I'm going to say, Emma. Focus on the emotions and don't analyze. Just name them."

"Okay..."

The first one was easy. "Sad."

"Scared."

"Angry."

She paused and looked questioningly at her therapist, surprised by the feeling of anger.

Dr. Stone said, "Don't think."

"I guess I am uncertain," Emma continued.

"Lonely."

"No," she corrected herself. "Maybe isolated is more accurate."

"Vulnerable," Emma finished.

And like a good student, she sat quietly for a few minutes, knowing Dr. Stone would expect no less. She was surprised to discover that it actually made her feel a little better. Parading her feelings across the coffee table had, in fact, diffused their power.

"Which emotion lingers?" Dr. Stone said softly when Emma's eyes returned to hers.

Held captive by the conflicting feelings of love and exposure, she answered definitively, "The last one."

Dr. Stone peeked at her notes then said, "Why do you feel vulnerable, Emma?"

"Because I gave him too much of myself," she replied quickly, in a surprisingly hostile tone.

Her anger returned and she wasn't sure to whom it was directed: at Dr. Stone for making her talk about feelings; herself for letting Will in; or Will for not loving her enough.

Dr. Stone sat quietly with her hands folded across her notepad, countering Emma's anger with a placid, empathetic gaze.

"I wanted him to stop me," Emma confessed to Dr. Stone and herself.

"Were you testing him, Emma?"

"No."

"I mean, I didn't think I was."

Emma stared at Elliot, wishing everything could be as simple as a goldfish in a bowl.

"We spent the night together for the first time. We didn't, um...we just slept. But when I woke up, I had the strangest feeling."

Emma curled her arms around her torso the same way she had when she stood in the hotel bathroom wearing Will's t-shirt.

"Part of me wanted to flee the room as quickly as possible. The other part wanted to...almost melt into him."

She closed her eyes, tracking the fleeting feeling of warmth through her belly.

"And what did you do?" Dr. Stone wanted to know.

"I talked myself out of leaving...until I saw him perform later that afternoon."

Emma returned to the crowded theater and the desolation of her decision, but Dr. Stone brought her back to the present with a question both intrusive and illuminating.

"Was it his really his performance, Emma, or were you still looking for a reason to flee?"

Emma sat speechless.

"You don't have to answer now, but I'd like you to think about it for next time."

-X-

Emma drove from Dr. Stone's office straight to the bookstore. While she scanned the children's section, Shannon called and left another message. She replied with a text.

_**Got your call. I know you are worried, but I'll be okay. Just not in the mood to talk yet.**_

Shannon buzzed back instantly.

_**Yes, worried. Will call again tomorrow.**_

Emma stared at the phone in her palm, willing it to vibrate from another sender before pushing the thought aside and placing the phone back in her purse.

When she got home, she settled on the couch, book in hand, and read _The Velveteen Rabbit _from cover to cover. Her fond memories of the sweet story were pushed aside by her adult mind struggling to process and interpret. She scrutinized each paragraph, demanding meaning-literal, metaphoric, symbolic-and her eyes always returned to one passage, one she remembered vividly from her childhood, and one that now held additional layers of truth.

Emma woke up disoriented hours later, the familiar objects in her view dimly illuminated in an obnoxious hue. A streetlight flickered in the parking lot through the blinds-blinds that would have been tightly closed if she hadn't neglected her nighttime routine. She glanced at the clock on the cable box under the TV, a short distance from the children's book that lay askew on the floor, and sighed as she calculated the hours still remaining in what she knew would be another sleepless night.

The routine that Emma had established to keep herself busy that summer had dissolved upon her return from Cleveland. Purposeful chores were replaced by aimless wandering and social activities by the drone of the television. Meager snacks stood in for meals, if a hunger pang even registered. Yoga was supplanted by sleep, or at least bed. For the amount of time Emma had spent in a prone position since Saturday, she would have expected to feel more rested.

She went through the motions of preparing for sleep, checking her phone one last time for the night. No matter how she steeled herself for an empty inbox, it was still soul crushing, as was the neglected pillow on the right side of her queen bed. For months, Emma had slept entwined with the pillow, imagining her body wrapped around his. But now that she had experienced the real thing, the pillow's cool softness mocked her. Will was warm, no, hot, and while his touch was soft, his body was firm, and nothing like the feathery collapse of his understudy.

Emma rolled away from the painful reminder of her night in Cleveland and returned to her promise to reconsider Dr. Stone's question: did she run away for more than one reason? Was she afraid of Will's love?

With a tired heart and an overactive head, Emma couldn't see how it mattered. Wanting a different life than the one he was destined to live seemed like reason enough. Still, sleep never came.

-X-

Emma sat in the leather love seat for the second time that week, eyes darting from one object to the next, anywhere but in the vicinity of Dr. Stone's chair, waiting for an invitation to speak that never came. It unnerved her every time Dr. Stone played therapist games, especially the way she could stare pleasantly in Emma's direction as if silence was a perfectly normal way to converse.

Sometimes her words poured forth and their conversation flowed smoothly and fruitfully. But more often than not, Emma's therapy sessions began like a trip into the rocky Maine surf, one tentative, icy cold step at a time.

"So you know how you suggested I should collect money and use the register with my bare hands? Well, I did it for most of the morning," Emma reported, penetrating the stale, quiet air.

"That's great, Emma!" Dr. Stone exclaimed, indulging Emma's topic even though they both knew why she had asked for a second appointment that week.

"Yeah, I collected a credit card from the first customer and I didn't even think about where her hands had been," she reported triumphantly. "Well, okay, I thought about it. But then I just swiped it and brushed my hands on my apron. I served three more customers before I washed my hands."

"That's excellent progress, Emma! Have you been working on it at home too?"

Emma's eyes clouded over when she thought about how nothing she did at home that week could have been classified as "working."

She blinked the truth away and formed a response that held at least a kernel of sincerity. "Yes. I've found that changing up my routine has helped. And I've been daydreaming a lot, to keep my mind occupied."

"What have you been daydreaming about?" Dr. Stone asked expectantly.

"Buying a fish tank," Emma replied instantly, eyes diverted to Elliot, followed by her courage.

"Yeah, I keep imagining how big it's going to be, the accessories I'm going to buy, the type of fish I'm going to have, the names I'm going to give them," she added for color.

"Emma, how would you feel about taking Elliot?"

Dr. Stone had her number.

"You mean...permanently?" Emma stuttered.

"Yes, I'm changing up my office hours and I won't be here to feed him every day so I thought you might like him."

"Oh," she said, eyes fixed on the glass bowl on the book shelf.

"No pressure. You just seem to have an affinity for him so I figured I'd ask."

"Right," Emma agreed. She watched the fish kiss the side of the bowl and a nurturing smile tugged at the corners of her mouth.

"Yeah, sure. I'll take him," she said brightly.

"Great."

Dr. Stone got up and went to the bookcase. She took the fish bowl off the shelf and walked to Emma, placing it gently in front of her on the coffee table. "So what else do you want to talk about today?" she asked, returning to her chair.

Emma stared at the familiar goldfish, already imagining him swimming around an elaborate pink coral display atop teal green stones.

"I had the nightmare again," she confessed.

"I've been thinking about your nightmare," Dr. Stone replied.

"What about it?"

"Well, I guess I was hoping we could talk more about your theory-about wanting close friendships."

"You seem to have some nice friendships with colleagues from McKinley. So what makes you think you are yearning for more?"

Emma had thought about the topic so often that the words tumbled out easily, almost rehearsed.

"When I was a kid, I didn't have many friends. I was that oddball in the group, you know, the one the other kids couldn't relate to. Too particular, too studious, too clean..."

"Even my brother thought I was weird," Emma said, chuckling. "Once, I heard him telling a new friend he was an only child."

"That must have hurt," Dr. Stone interjected.

"I guess so. I don't know. I think I insulated myself pretty well. I read a lot."

Emma continued, unflustered. "When I went to college, I joined a few clubs and met some people. Boys seemed interested, so I had a few dates, but gosh, they expected so much," she said, rolling her eyes.

"Did you have girlfriends?"

"Yes, although I haven't stayed in touch with them," Emma noted.

"Why not?"

"I feel like they never really knew me."

"Does anyone, Emma?"

She paused, swallowing hard, monologue interrupted.

"Someone might."

"Will?"

Dr. Stone seemed to like saying his name out loud and Emma wondered if it was intentional.

"Sometimes I think he does. And then he disappoints me."

"How does that feel, when someone you are close to disappoints you?"

Emma sat straighter in her seat. "I feel betrayed."

"Why betrayed?" Dr. Stone asked, eyebrows poised with interest.

Emma felt a crack, a subtle judgment laced with regret.

"I...I'm not sure. That's just how I feel."

"Like he doesn't really know you after all?"

"Exactly," Emma affirmed, in a weak tone that revealed only doubt.

"So you wish you had closer friends, but you are afraid they will disappoint you?"

"I think so."

"Is it possible it's the other way around? Dr. Stone wondered.

"What do you mean?"

"Are you afraid that once they really know you, _they_ will be disappointed?"

Emma's eyes swelled as her gaze froze on Elliot lapping the bowl.

"I think I'm the rabbit," Emma whispered.

Dr. Stone nodded her head slightly, then reached into a bag by her feet and pulled out _The Velveteen Rabbit_. She flipped to the page she had bookmarked and began to read aloud.

_"Real isn't how you are made," said the Skin Horse. "It's a thing that happens to you. When a child loves you for a long, long time, not just to play with, but REALLY loves you, then you become Real."_

_"Does it hurt?" asked the Rabbit._

_"Sometimes," said the Skin Horse, for he was always truthful. "When you are Real you don't mind being hurt...once you are Real you can't be ugly, except to people who don't understand."_

Emma cried quietly for the lonely child still living in her heart.

"How did you know?" she choked.

Dr. Stone closed the book.

"What does that passage mean to you, Emma?"

She pulled a tissue from the dispenser on the coffee table and dabbed at her sniffly nose, eyes lingering on the floral box.

"I'm not sure I've ever escaped that feeling of being misunderstood."

Dr. Stone spoke clearly. "Do you know what struck me when I reread the story? The boy doesn't die."

Emma glanced up, a small degree of gratitude brightening her perplexed stare.

"Why do you think he dies in your dream, Emma?"

Emma took a moment to consider the question, her eyes landing, once again, on her new pet.

"Maybe I am afraid something bad will happen if I love someone?"

"Or maybe...if someone loves me?"

Emma looked to Dr. Stone for affirmation, for a sign she had reached a milestone, if not a turning point.

"Maybe," her therapist offered, with a slight shrug and a smile as warm as any other.

-X-

Emma tried not to think about the fact that her closest friends would see him again the next afternoon. The entire Glee club plus Shannon and Holly, who were asked to chaperone, were taking a bus to Cleveland to see the Saturday matinee of _Hairspray_.

She learned of their trip when she finally returned Shannon's call on Thursday night, forgetting that she would be interrupting 'ladies night' at _The Burr_. She could tell her friends were happy to hear her voice as they passed the phone back and forth across the booth, promising to order extra blueberries in her honor.

Holly had begged Emma to come, but Shannon understood why she couldn't and even offered to stay home with her. While Emma appreciated the gesture, she wasn't ready to share that part of herself, the aching hole in the center of her chest that turned her world to black.

Thankfully, she had a busy day planned. While Will was singing _It Takes Two_, Emma would be unpacking a fresh shipment of gerbera daisies, her favorite flower in the shop. As she tossed restlessly in bed on Friday night, she wondered if the vibrant colors and fluffy layered petals could penetrate the darkness that enveloped her mind.

-X-

Her day at the flower shop dragged, the only bright spot coming when Alana offered her a bouquet of fresh gerbers to take home. Emma carried her colorful daisies up the stairs to her apartment as if they were made of granite. She plodded to the kitchen to arrange them in a vase, lacking enthusiasm for the task, like most things that week. She chose a short, teardrop shaped vase. _Appropriate, _she thought as she sniffled, choking back the emptiness that threatened like a storm cloud over the rest of her evening.

She removed the stiffening wires from the flowers, embracing the natural droop of the gerberas' delicate stem. Emma liked to cut the stems short, allowing the daisies to mingle casually in a simple vase, unaccompanied and unadorned. It was one of the things about her summer that made her feel proud. When she started at the flower shop, she always worked with styrofoam, wire, and formal flowers such as roses to create magazine-worthy arrangements. She spent hours on each one, ensuring perfect placement and symmetry. But just as Dr. Stone had predicted, she developed a capacity and even a preference for working with less stately flowers in whimsical expressions.

Emma placed her finished arrangement on the table and thought about taking a shower. She inhaled deeply as she walked to the couch, practicing the therapeutic exercise of taking five minutes to consider the feelings that drove her toward soap and hot water. She laid down on the firm suede cushions and stared at the perfect white ceiling, evaluating her desire, or possibly compulsion, with an objective mind. Ten minutes later she got up, confident in her conclusion that it wasn't a need to cleanse. She just wanted to be warm.

So she ran a bath instead, filling it with lavender-scented bubbles. As the steaming water gushed into the tub, Emma went to the kitchen to pour a glass of wine. When she returned to the bathroom, she lit several candles, giving herself just enough light to find her glass on the side of the basin. Then she undressed, intentionally leaving her clothes in a pile on the floor, a floor that hadn't been cleaned since last Saturday. A sign of progress or depression? Either way, a topic for Dr. Stone.

She tucked her hair into a clip on top of her head and slipped into the tub, teetering on the edge of pleasure and pain as her lower body adjusted to the aggressive temperature. Slowly, she reclined, sinking into the tickling bubbles. She concentrated on relaxing her tense muscles, starting with her extremities and then moving to her core. Yoga crossed her mind and she wondered if she would be ready to return to it soon.

Soaking in the tub by candlelight would have felt luxurious under other circumstances,but no amount of pampering could soften the pain of her decision. She allowed herself to cry again, the best way to experience grief, or so she had been told.

As she toweled off, Emma looked at the time. 8pm. Will would be starting his second performance of the day. Meanwhile, she had two long hours to kill before she could retreat to the darkness of her bedroom and escape the emptiness-at least until morning, she hoped. "Being present" as Dr. Stone liked to say was exhausting. Emma wrapped her robe around her damp skin, shaking off the chill that seemed to follow her everywhere.

While walking to the kitchen to put on a kettle of water for tea, her phone rang. Her hand reached for the green key before her brain registered her unwillingness to hear about their afternoon.

"Hi Shannon," Emma said quietly.

"Hey Emma. We thought you might need some company."

"Um, that's very sweet of you, but..."

"Stop right there," she interrupted. "I said need, not want. We're in your parking lot."

"Oh." she said, dread and joy filling her heart with equal measure.

"Um, I'm not even dressed. I just got out of the tub."

Shannon whispered something to her passenger. Emma heard Holly cackle a few seconds later.

"Well put some clothes on, Girl, cause we're coming up," Shannon declared.

Emma jumped when her door speaker suddenly buzzed.

"I guess you really _are _here," Emma said.

"Yep, let us in."

Emma put the phone down absent-mindedly and walked to the intercom system to release the lock on the exterior door.

She paused in the hallway mirror to make sure she looked reasonably presentable for her unexpected guests, readjusting her hair clip and tightening the belt of her robe. There wasn't much she could do about the puffiness around her eyes, but she knew they'd understand.

She heard a light knock on the door and wondered if the two women had consciously toned down their silliness in anticipation of her dark mood.

Emma pulled open the door, halfway through a sarcastic greeting, and gasped. Every muscle in her body seized and the ache in her chest became a shooting pain.

Will filled the doorway with his crooked smile.

-x-

**AN**: I've decided I love it when authors write notes so I'm leaving a note even though I'm not sure I have much to say. (This chapter fried my brain!)

I agonized over the therapy parts because I wasn't sure how much to push Emma. Hope it didn't seem too forced.

Did Will surprise you or did you see it coming?

The next chapter is already mostly written and I'm hoping to post this weekend.

Huge thanks to rocklandgirl for inspiring the Maine metaphor and taking time out of her Nantucket vacation to offer some insightful feedback!


	24. Chapter 24: Surprise

**Chapter 24: Surprise**

It wasn't when he saw Shannon near tears. It wasn't when he overheard Tina ask Rachel why Miss Pillsbury hadn't chaperoned. It was just a look, and it wasn't even directed at him.

Rachel had returned to the hostess station to retrieve Will from his conversation with Shannon and Holly. She grabbed his arm and escorted him to a long boisterous table. Finn offered an apologetic shrug as she guided Will to one of two open seats at the head, settling herself next to him, already halfway through her first question.

Rachel wanted to know everything about Will's theater life, starting from rehearsals in New York to the pedigree of each cast mate. He could barely answer one query before she launched into another, her eyes brightening with each new detail as she listened, literally, on the edge of her seat. Will indulged her curiosity while his eyes darted around the table, scanning for an opportunity to reconnect with someone other than the loudest of his former students.

He stopped when he reached Finn, whose eyes were fixed on Rachel, lips pressed together in the shape of a smile. As Rachel prattled on about bright stage lights, Finn's sagging shoulders and distant gaze revealed his understanding that her dreams didn't include him. Will's throat constricted as a memory etched in pencil came to life with stormy colors and textures.

That's when he knew.

-X-

Shannon and Holly were thrilled to participate in his surprise. They plotted all the way back to Lima, playful, creative, and sometimes ridiculous ideas for getting Will back to Emma. The kids didn't ask why he was returning on the bus with them, but the air was alive with hope that they would get their teacher back.

Will's excitement carried him all the way to Emma's door where, arm poised to knock, it occurred to him that she might not jump his bones the way he had imagined. He knocked lightly, tentatively.

When she opened the door, his face froze in an awkward grin as his eyes adjusted to the captivating woman before him. Surrounded in fluffy white terry cloth, hair loosely pinned atop her head, light tendrils of ginger framed her porcelain features. He had but a moment to drink her in before she gasped, blood draining from her face.

Emma raised one hand to her chest, the epicenter of her quivering form, then reached out for the door frame, fixing her eyes on the white wood trim beneath her hand as if it was the last stationary object in a suddenly spiraling world.

Will's mouth dropped and he stepped forward, cautiously placing a steady hand on her waist.

"Emma, are you okay?"

At the sound of his voice, her knees began to collapse. He closed his arms around her torso, fully supporting her trembling weight. And in a different way than planned, he cradled her body in his arms and carried her to the sofa.

"It's okay, Em. I've got you," he soothed. He eased her down on the couch, resting her bottom on the cushion next to him and folding her legs across his lap. Emma's eyes were open, but Will could tell she wasn't with him. Her breathing was rapid and shallow, and as he scanned distant memories of First Aid classes, he pulled her into his chest, rubbing her back too vigorously to be comforting.

He was about to ask if he should call 911 when she took a deep breath and began to sob.

Will pulled her heaving body even closer and whispered reassuringly in her ear until the gravity of her response caused his own tears to flow. They clung to each other, communicating without words the disappointment, fear, and longing that each had suffered alone.

When Emma loosened her arms from around Will's middle and lifted her head from his shoulder, fear lingered in her eyes. He put his hand to her face and caressed her cheekbone with his thumb, hoping to quell her unease.

His heart sank as she leaned away, eyeing him cautiously. He could almost see the protective veil.

Nearly pleading, Will cast desperate words into the barren space between them. "Emma, I love you."

She shook her head, refusing his declaration without comment as she withdrew her legs from his lap and inched away from contact. Shoulders hunched, arms wrapped around her stomach and eyes fixed on the coffee table, Emma looked as if she was trying to disappear into herself.

Will moved to kneel in front of her, placing his forearms alongside her thighs, hands innocently grasping her hips. "Em," he said gently. "Please just listen to what I have to say."

She stiffened immediately, sitting back into the couch and shifting her hips to dismiss his touch. He was crushed as his hands fell away.

"Emma, you are my dream," Will announced histrionically.

She peered back at him, eyebrows cocked.

He laughed nervously and tried again. "I had a passionate speech planned that started with something like, _I know how hard this summer has been for you_, but I'm starting to realize that I don't know how hard it has been at all."

Will considered her pained expression and responded with another plea for her to hear him out.

"I resigned from the show, Em. It took me a few months, but I am completely sure that performing on Broadway is not what I want."

_Okay..._, she communicated with her eyes.

"I want what I had, Emma. I want to be a teacher. I want to coach the Glee Club. And I want to build a life here in Lima...with you."

Emma eyed him skeptically and in a raspy but determined voice asked, "What makes you so sure?"

Will responded with a soft smile, distracted by the sweet sound he had missed and relieved she had finally spoken.

"Fair question," he murmured, taking a moment to collect his important thoughts.

He returned to her questioning gaze and started, "For the past year, I have had a constant sense that something was missing in my life. And when that opportunity came up in New York, I couldn't ignore the possibility that being a performer was the thing that was missing."

Emma pursed her lips and looked away.

Will waited until she turned her eyes back to his before continuing.

"But what I realized with complete certainty today, Em, when I spent time with the kids, is that the only part of my dream that was unfulfilled was you."

"I love you, Emma, with all my heart. And I want to be with you. Here. Always."

"Please forgive me for taking so long to figure that out," he choked, resting his cheek in her lap, no longer able to view the pain and uncertainty in her expression. Will closed his eyes and inhaled deeply, the scent of lavender mixing with fabric softener, reminding him of many sleepless nights trying to recall the essence of Emma.

He took it as a good sign that she didn't squirm away, but they sat in silence for many minutes before her hand found its way to his head and she began to stroke the soft curls.

The intimacy of the gesture caused his heart to pulse expectantly.

Again, Emma spoke quietly, this time less assured. "But I was there. I saw how your eyes lit up on that stage."

Will lifted his head to meet her eyes.

"I love performing, Em, and I will miss it. But there is one thing about that performance you seem to be forgetting."

Emma dared him to prove she was forgetful with a quirk of her eyebrow.

"_You_ were in the audience," Will implored. "Some of that passion belonged to you, Em. But you ran away before you could claim it."

He laid his head back on her thigh, turning away to hide the hurt feelings he hadn't intended to confess. Had he kept her gaze, he would have seen the triumph of light.

Emma quickly and gently lifted his head and slid gracefully to the carpet by his side.

"Will, I am so sorry. I didn't know what else to do."

They sat inches away from one another but not touching, eyes locked together. He remained still, waiting and wishing.

Emma raised her hands to his face and began to lean toward him. Will savored the possibilities that came rushing back before closing in on the lips that had consumed his dreaming hours.

He whimpered as her lips covered his. The kiss began as gentle and loving, but when she began to explore his mouth with her tongue, he responded in kind, moaning expressively at the unexpected pleasure. His hands moved to her head, fingers tangled in damp red waves at the nape of her neck, urgently holding her face to his.

Emma repositioned herself, surprising Will by straddling his outstretched legs. They kissed sensually then hungrily as they explored a new promise. When she broke away, he lunged forward, refusing to accept her withdrawal.

"Will..." she whispered hoarsely, straightening an arm against his chest, "I need to tell you something."

Emma paused, trying to overcome the tightness in her throat.

She searched his eyes while cradling his face, the pads of her thumbs caressing his cheeks.

In the absence of words, his anxiousness returned.

"I never stopped loving you, Will."

Her voice cracked on his name and he interpreted it as regret.

"And I want to do this. I want to be with you."

Will's heart was racing and he couldn't let her finish. "Please tell me there's no _but_."

Sadness flashed across her features, then joy as she ran a hand through his hair above his ear.

"There's no _but_," she grinned.

Will took her in his arms and kissed her again, with love, with passion, and a near deluge of relief. He felt her wet tears on his face, mingling with his own.

In between kisses, softly in her ear, he said, "Emma, you have no idea how many times I have dreamed of this moment."

He paused to tuck her hair behind her ear and said, "I love you too, Em, more than you could possibly imagine."

She nodded her head happily, tears still streaming from her eyes as she found her way back to his lips, his jaw, his throat.

Will's relief turned quickly to lust. For all the times he had fantasized about Emma, never once was she one belt away from naked, straddling his lap and ravishing him with her soft, warm tongue. He nearly lost himself in her kisses.

Will asked for her by name as she sucked gently on his ear lobe.

Mmmm? she answered without stopping.

"Are you wearing any underwear?"

She looked down in concentration, as if a visual inspection was required to trigger her memory.

Self-consciously, she replied, "Yes, at least on the bottom."

"Sorry, I had to ask," he smiled mischievously.

A layer of tension was lifted and they found each others' mouths again. The sounds of their arousal filled the room, soon joined by another sound-Will's grumbling stomach.

Emma pulled away. "Are you hungry?"

"Um, yeah, I guess I was too busy talking at dinner tonight," he apologized.

"Come on, I'll make you something," she said sweetly as she slipped off of his lap and stood up, somehow managing to keep her robe discreetly closed. She reached for his hand and he launched himself into her arms.

Emma squeezed his torso briefly, then led him to the kitchen where she would attempt to cook a second meal for Will Schuester. Already, this night seemed more promising than the first.

"How about pasta?" she offered.

"That sounds great," he replied, watching her retrieve a pot, fill it with water, and place it on the stove top. While she turned the knob to light the burner, Will approached her from behind and wrapped his arms around her waist. He burrowed his face into the crook of her neck, entranced by its softness as he peppered kisses under her ear and down to the edge of her collar.

"Emma," Will started, in a husky voice. "You may need to put some clothes on. I'm not sure I can control my urge to untie your robe for much longer."

She turned around in his arms and kissed him the way he had always imagined in his fantasies. He responded by feverishly exploring her mouth and body, unable to control his hands roaming around her back and over her bottom.

Both panting, Emma reached behind her and grabbed his hands that were briefly resting on the small of her back. She brought them to her face and kissed his knuckles as she gazed trustingly into his eyes.

Slowly, she lowered his hands to her belt.

Will gulped and stared at Emma uncomprehendingly while she nodded, eyes filled with encouragement.

Afraid to misinterpret her meaning, Will grabbed each end of the belt and pulled her into him for another deep kiss.

When they stopped for a breath, Emma moved her mouth to his ear and whispered, "Go ahead, Will. Untie my robe."

His sharp intake of breath laid bare his unabashed thrill.

Will confidently unknotted Emma's belt and watched as the robe opened loosely, revealing a long swath of bare skin down the center of her body. He felt a sensation of floating as he took in the small curves of her breasts, her pale freckled skin, and simple cotton panties.

"Oh god, Emma. You are so beautiful," he swooned, pressing his body into hers, unsure how to proceed.

When she drew back, he placed his hands on her neck, staring into her eyes in wonder.

She returned his loving gaze, again encouraging him to follow his desires.

Will leaned in, kissing her softly as he moved his hands between their bodies, slowly parting her robe and placing his hands on the curves below her waist. They shuddered in unison when his palms grazed her tender skin, their foreheads resting together, breathing shallowly in anticipation.

He slid one hand around her back while he moved the other up her belly. Emma whimpered as she felt his hand cup her breast. Will hesitated for a moment then ran his thumb over her nipple, eliciting a passionate gasp.

She brought her cheek to his.

"Will," Emma said breathlessly in his ear, "I want you to make love to me."

Will stood with his mouth agape, unable to respond as she reached behind her to turn the burner off.

"Are…are you sure, Sweetheart?" he stammered.

"I've never been more sure of anything in my life."

She retied her robe and took him by the hand, leading him out of the kitchen and toward her bedroom.

-X-

**AN**: A poll: What do you think? Is she ready? I'm on the fence.


	25. Chapter 25: Closure

**Chapter 25: Closure **(This is the final chapter.)

Somewhere between the sofa and the bedroom door, his hand began to feel loose in her perspiring grip. Her legs continued to move but the hallway narrowed as her head spun.

She stopped when they reached the side of the bed and turned to face Will, his uneasy expression a reflection of her own. She recognized the early signs of panic and slowly sat down on the bed, focusing her attention toward her dresser, on the green ceramic lamp that dimly lit the room.

Will sat down next to her, worry creasing his forehead.

"Are you okay, Em?"

"I'm fine. I just need a moment," she replied, still concentrating on the small lamp and working to inhale and exhale in a regular pattern.

With pleading eyes, Will said, "Emma, please know that I will wait forever for you. I don't want you to feel any pressure at all. We don't need to do this."

Emma ignored him and closed her lids, breathing deeply and evenly.

Will sat patiently, holding her hand.

When she opened her eyes several minutes later, she turned to him with a quiet smile and began stroking the top of his hand.

"I love you, Will."

"I love you too, Emma, but…"

"Stop," she interrupted.

"I'm okay. I think I'm just a little nervous because I've never done this before. So maybe we could just go slow?"

He looked down at her hands, still massaging his.

"Emma, I..."

"Those words...in the kitchen...were... You can't imagine... God, I have wanted... I can't even..."

Emma chuckled lightly, relieved he was nervous too.

"Sorry, I am still trying to wrap my head around this," he said, as he stood up suddenly, leaving Emma's fingers to mourn the loss of his warmth. He kneaded the back of his neck with one hand and began to pace in the small corridor between her bed and the walk-in closet. He paused next to her dresser and looked up, breaking his concentration to scan the room.

"Emma, I've never even been in...Wow, that's a large closet...I'm sorry, it's just...This is big. I've never even seen your apartment and now I'm in your bedroom and you say you're ready and I'm so happy...Oh god...out of my mind...but I'm scared too and..."

He had turned toward the artfully curtained window when Emma interrupted his monologue by wrapping her arms around him from behind. With her cheek against his shoulder blade, she could feel the angst in his stiff muscles.

"Why are you scared?" she asked gently, tightening her own muscles to hold him closer.

Will turned around in her grasp and tucked her head to nuzzle against his neck.

"Em, I need to know why _now_. I mean, you nearly had a panic attack just then," he worried, stroking the back of her hair.

She closed her eyes and took a deep breath, a feeling of bliss washing over her as she felt the depth of his love. It was as she had described it to Dr. Stone, like melting into him.

"Em?"

She smiled warmly at the sound of his voice, eyes still closed until she felt him remove his hand from her head and ease back.

Her serene gaze met his perplexed one and she struggled to remember his question.

He replayed it without prompting. "Why now, Emma?"

She blinked away her confusion, grasping his forearms while she steadied her mind. And in his searching eyes, she found clarity.

"I am tired of living in fear. Fear of germs. Fear of relationships. Fear of failure. I have held myself back from so many experiences, so many people. And now you are here, Will, giving me everything."

Emma raised her hands to his face and cupped his flushed cheeks in her palms.

"I want to give you everything too."

She stood on her tip toes and brought her lips to his, conveying her feelings with a kiss that unfolded in layers, slowly and deliberately offering him a glimpse into her heart. They parted with a whimper.

"Emma, you just did," Will whispered, tucking a stray strand of hair behind her ear.

"And that is enough. I don't want to make love because you feel like you need to prove something to me or to yourself."

"Okay," she replied, smiling assuredly as her fingers danced lightly down his chest.

Languorously, she unclasped each button of his blue oxford, then pulled it out of his pants to finish the last two. She slipped the shirt off his shoulders, and noted his disbelieving yet amused expression as she discarded it to the floor. She grabbed the t-shirt he had worn underneath and pulled it over his head in one motion, casting it in the same direction where it came to rest on top of his other shirt.

Returning to his naked torso, Emma's eyes popped open in wonder. She had seen his chest once before, but not like this. She ran her hand daringly across his model-like pectoral muscles.

Will grinned adoringly as he said, "Emma, what are you doing?"

"I'm touching your incredible chest," she answered as if he had asked whether the sky was blue.

"Yes, I see that, but..."

She closed her mouth over his collarbone and with just the tip of her tongue, she tasted his skin, moving from the outside of his shoulder into his neck. He sighed with pleasure, softly, tentatively.

"Emma, you never answered me," he reminded her.

"Sure I did. I said, _Okay_," she mumbled as she kissed his elusive Adam's apple on her way to his other shoulder.

"Okay what?" Will continued, lifting his head involuntarily, his body accepting more than his head would authorize.

"Okay, we won't make love because I need to prove something."

"Then why are you undressing me?"

"I wouldn't know, but I have heard that's what people do before they make love."

"And that is what we are going to do," Emma stated definitively before parting her wet lips against the side of his neck. Then with her mouth hovering beneath his ear she added sweetly, "Because I love you..."

She fluttered her tongue across his pulse point. Will tipped his head to the ceiling and moaned softly.

"Because I want to be closer to you than I have ever been to anyone," she went on, pausing to capture the light in his eyes in her forever memory before returning to his mouth for another kiss.

And when she finally pulled away, breathless, she tried a sexier tone. "Because I want you."

Courageously, she moved her hand down his stomach, past his waist, and ran her hand over his zipper.

Startled, Will muttered, "Emma, I..."

"Shhhh..." she interrupted as she began to stroke him through his jeans. "Will, I want you to stop worrying about me."

"Do you like this?" she asked, massaging the area where she could feel the strength of his desire.

"Oh god, yes," he said roughly.

She tugged at the button and felt his hardness straining against his jeans.

He held his breath as Emma slowly pulled down his zipper.

"Breathe, Will" she said tenderly, their roles suddenly reversed.

She peeled the denim away from his body, sliding her hands over his hips as she pushed his pants down to his knees, revealing the reality of his expectations.

Emma stifled a gasp and brought her hands to her face to cover her crimson cheeks. Her stress filled the air and Will froze, knees locked together by bunched denim, nearly naked before her.

"Emma?"

"I'm fine, I'm fine," she responded blankly, eyes still fixed below his waist.

"Uh," she coughed, "Do you think it would be okay if we, um, get under the covers?"

"Of course, Em, of course."

While she walked to the other side of the bed, Will quickly pulled off his jeans and climbed in, sensitively covering that part of himself that had clearly startled her.

"Come here," he said, pulling back the covers on her side.

She considered removing her robe, but decided to ease under the covers first, cuddling into his outstretched arms.

"Emma, you have no idea how sexy you are."

He raised himself on his elbow, pinning her gently underneath him as he rolled toward her, and he began to kiss her with a new intensity. As their tongues thrashed fiercely, Emma felt Will's hands opening her robe and she shuddered with anticipation.

He pulled away from their kiss and stared at her near naked body with a look of wonder. "So beautiful," he said as he cupped her breast reverently, and lowered his mouth to her skin.

Emma closed her eyes and enjoyed his soft lips, but when he flicked her nipple with his tongue, she moaned. Will smiled triumphantly and moved to the other side. Emma held his head against her chest, running her fingers through his curls absentmindedly, overtaken by the sensation of his warm, wet mouth.

While he worshipped her breasts, one hand roamed her belly. He ran his finger around the waistband of her panties.

"Em, is this okay?" Will asked tenderly.

"Yes," she replied with a slight hitch in her voice.

He stared into her eyes as he carefully removed her underwear. Emma locked her gaze on his, sharing her nervousness and also her desire.

Will's hand moved slowly between her legs. "Oh my god, Emma," he groaned.

She sucked in a breath and closed her eyes tightly, suddenly wishing she could disappear.

"I'm sorry, Em, I didn't mean to embarrass you," Will responded quickly. "It just feels so good."

Emma breathed out and tried to relax into the mattress.

He rested his hand chastely on her waist and returned to her lips.

As they kissed, Emma resolved to conquer her nerves.

Against his lips, she whispered, "Will, I think I'm ready."

"Yes, yes you are," he replied, pulling away with a sly smile.

Emma knew he was trying to lighten the mood and she acknowledged it with a bashful grin before sitting up to open the drawer of the bedside table. She pulled out a condom and handed it to him.

She watched as he kneeled above her, the significance of the moment briefly interrupted by the awkward latex object.

He lowered himself carefully on top of her, putting much of his weight on his forearms and knees. Will kissed her forehead softly.

"I love you, Em," he said sweetly.

"I love you, Will," she replied.

"I have dreamed of making love to you more times than I can count, Emma, but I want you to know that we don't have to go through with this right now."

"Are you trying to make me beg? she said with mock exasperation.

"It's just…"

"Make love to me, Will," she demanded with a certainty she hadn't felt until that very moment.

"Okay, but please tell me if...I don't want to hurt you, Em."

She nodded her head and took a deep breath.

Will reached down and guided himself to her opening. He watched her eyes clamp shut as he slowly pushed inside her.

The physical sensation was like nothing she had ever felt before but unremarkable compared to the sense of relief that they were finally here. She could feel her world opening up and her body softened into his.

"Emma, I'd like to see your eyes."

She opened them to his loving gaze, and realized the physical sensations would be only a small part of becoming one with Will.

He pulled back and then pushed himself into her a little deeper.

She sucked in a breath as she saw a flash of concern in his eyes.

"Am I hurting you?" he asked, holding himself still.

She wanted to tell him that it was the most beautiful feeling she had ever experienced. She wanted to describe the meaning of this moment, of finally giving herself completely to the one man she knew she would love forever. But her throat closed up and all she could do was shake her head. No, it didn't hurt in any way that mattered.

Will rested his forehead against hers as he carefully began to rock, establishing a slow, gentle rhythm.

Emma was content to breathe with him, but when he kissed her, her body responded by matching the rhythm of his hips.

"Oh Emma," Will sighed sensually.

The sound of her name on his lips brought an unexpected tingle and she bent one leg up against his hip bone.

He pushed into her completely and Emma gasped in pleasure and pain.

Will hesitated, but she pressed her hands into the small of his back and pulled him into her again.

He started to move faster as Emma panted underneath him. She had tried to keep her eyes trained on his, but it was getting difficult to process so many feelings at once.

"Are you okay, Sweetheart?" he asked, shifting slightly and slowing down again.

"Will, I didn't expect…..it to feel this good."

"Oh Emma….Honey…." he said between kisses. "Probably not for long."

Will smiled impishly and turned his head next to hers on the pillow, placing the full weight of his body on her.

"You're driving me crazy, Em," he whispered passionately in her ear.

Emma's pleasure only intensified the more aroused Will became. She felt a surge of sexual power and lifted her hips toward him as he moved inside her. She knew it was having the intended effect when Will's breathing became louder and rougher.

"Emma…..Oh, Emma," he repeated, his pitch getting higher and tinged with desperation.

He lifted himself above her and she could tell by the excitement in his eyes that he was getting close. She was mesmerized by the vulnerability of the moment and overcome by pure love.

Will cried out her name in release, then collapsed onto her body, sobbing.

"I love you so much, Em."

It was more perfect than she had ever imagined. Her heart swelled.

Will tucked his head next to hers on the pillow, breathing heavily, still covering her body with his trembling frame.

"Emma, it has never felt like that before," he said, another sob escaping his throat. "My chest feels like it's going to explode."

"Thank you…..thank you for trusting me to share that with you," he gushed.

She smiled at the love of her life through happy tears.

"And forgive me if this sounds patronizing," he said, raising himself up to look into her eyes, "but I'm very proud of you, Em."

"Thank you," she replied, leaning in to kiss him softly.

"Although I'm slightly afraid to tell you that we've made a bit of a mess in your bed," he joked as he looked down, surveying the damp sheets.

"Actually, not too bad," he remarked. "It'll dry."

Still glowing, Emma rolled her eyes.

"I need a second to deal with this, um, thing," he said, pointing down. "Be right back."

He laughed when she snapped her eyes shut, refusing to look as he headed for the bathroom.

She registered running water a few seconds later, but most of her brain was occupied by the wild range of emotions that accompanied her new status. She smiled as she thought, _I'm not a virgin. _Or at least she thought she said it in her head. She realized she had said it aloud when Will sat down on the bed, wrapped in one of her plum bath towels. "No, you're not," he grinned. "How does it feel?"

Emma opened her eyes to his bare chest and reached out to touch him. "It feels strong, soft, warm...unbelievable, really."

"Not my chest, Silly."

"I know," she giggled, propping herself up against two pillows to get a better view of his face. She dropped her hand from his chest and held her palm open on the mattress, waiting for his hand to join hers.

"Um, I feel so many things. I'm not sure I can sort it out just yet. So I hope you don't mind if my first answer is amazing. It feels amazing."

Will matched her grin.

"How would you like to jump in the shower with me, Miss Amazing?" he asked.

Soap, hot water and Will. The idea thrilled her on more than one level. "I'd love to," she smiled.

-X-

**A/N**: Hi. Long time no see. :) Sorry it took so long to update. I have been busy with a new friend.

I REALLY struggled with this chapter because in my heart, I didn't think Emma was ready. But most of you did so I went with it. Sex scenes are weird to write and I hope it wasn't too, um, mechanical. I had a vision of their first time being somewhat awkward and more emotional than sexually gratifying. I know others have written nice versions of multiple synchronized orgasms, but I happen to think that takes practice! And as much as I wanted to write about Emma the minx, I think it will be a while before she can truly let herself go.

I can't believe this journey has come to an end. I started this story about 7 months ago and I think it's up to almost 90,000 words. I've heard a typical book is 100,000 so holy cow! Anyway, I would like to thank all of you who stuck with me and reviewed regularly. You know who you are. It has been so nice to know that there are fellow Wemma fans out there who appreciate my version of their story.

It has been even more fun to connect with other writers. I've been inspired by your storytelling and impressive prose. I still have so much to learn!

I don't have another story idea in mind so I might write some one-shots once season 3 starts. I'm also considering an epilogue to this story because there's one more detail I'd like to return involving an item that has been tucked away in Emma's drawer for quite a while now. :)

Thanks again for your interest and support.


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